Untitled Document
by PereFalcon
Summary: Celestia wanted to enjoy a day with herself, but when a strange mare from far away across the stars asks the impossibru, can she deny? No. T for future stuff.
1. Chapter 1

I call it a first draft for a reason. I am looking for criticism, and I don't care if it's just a typo. I may be changing large chunks of text if need be. I don't know what you think which is why you should tell me.

Untitled

(First Draft)

The summer day was unusually hot; but then again Princess Celestia was enjoying a good, hot cup of tea in her private chambers, her rising body temperature relating directly to the sun. She sipped contentedly, attempting to temporarily ignore the growing list of royal duties she still had to complete until the day was over. She breathed the semi-humid air in, then released slowly, magically placing the cup perfectly on the saucer on the end table before her. Celestia listened to the birds singing, closing her eyes, contemplating a nap. Hoof steps outside her door, though, quickly roused her into suspicion. Her ears twitched irritably as the two ponies outside her door made no move. Finally, she rose, her long slender legs ending in golden shoes carrying her gracefully across the floor, and she opened the large door. Outside, two guards stared at her.

"What is going on out here?" Celestia asked, arching an eyebrow. She absolutely detested having ponies work for her who couldn't speak straight. She was more of a 'don't shoot the messenger' kind of leader.

"Well, your Majesty." One started. They looked at each other and shifted nervously. One was a white pegasus, the other a brown unicorn. The pegasus continued, "There is a mare here who wishes to speak with you." He almost made the statement a question, nervous as he was. Celestia looked at him closely, realizing he was a new recruit.

"Insists, actually." The unicorn stepped in, and almost immediately regretted it, as Celestia's gaze turned to him.

"I am _extremely _busy today. Does she have an appointment?" She didn't want to be disturbed by anything today. It felt like a lazy day.

The pegasus shook his head nervously, "No, ma'am." The two guards shared looks at each other though. They were obviously not going to get to the point any time soon.

"Then turn her away until tomorrow." Celestia's mind was already groggy from thoughts of a mid-afternoon nap. The soft pillows enveloping her in more warmth, her wings spread softly over the bed, fully extended, a loose smile on her lips as she dozed.

"She says she doesn't need an appointment. And—and she is a very strange pony." The pegasus spoke, snorting. The unicorn nodded. Their tone made it obvious that it was a physical deformity, and not strange as in mentally different.

Celestia froze, her blood running cold. "Peculiar, how?" Her thoughts ran in circles, it was either one of two ponies. Four were immediately rejected, leaving only these two. The two she wasn't too keen on seeing right now and spoiling such a wonderful day she had created.

The unicorn took over, "well, for one, she has no mane or tail." His swished as an example.

The pegasus nodded before adding, "And she has two small horns, in the middle of her forehead." His head dipped to show where they were located, but Celestia already knew who it was. Only one pony in the universe had two horns like that.

Celestia's expression deadpanned instantly. Her mane and tail actually froze with her for a moment before beginning their flowing, with more vigor, if nothing else. "Tell the chambermaids to clean _everything_." Celestia kicked off her shoes and lifted them into the air, her horn glowing, "don't go back down to the pony; I will meet with her personally." It was rare for Celestia to order around the guards and maids, as they were generally told what to do then keep doing the same job for months before being switched. This large change in behavior in Celestia meant this guest was important.

The two guards looked at each other then back at their Princess. "Should we also alert Princess Lu—"

"NO!" She barked. The guards stepped back. "I will—" She cleared her throat, lowering her tone, "I will talk to her too."

She placed the shoes carefully on a shelf before removing her crown and necklace. She passed by a mirror and noted how plain she looked. _Perfect_. She thought, _Matter hates adornments._ She trotted over to Luna's apartments, contemplating how much the arrival has changed since she was last seen, and knocked quietly on the grand doors.

"Yes?" The moon Princess called out slowly. She was probably doing the same thing Celestia dreamed of doing; sleeping.

"Luna. Somepony _very_ important is in the castle." Celestia's anxiety played through her voice. She needed to get down to the hall before Matter took matters into her own hooves.

There was a pause, "_how_ important?" Skepticism and worry showed in Luna's voice.

"Like you better not be wearing your necklace when she comes up to greet you."

A flurry of sound before the heavy door was opened frantically, "_Matter is here?_" She shrieked quietly, her voice raising a few octaves. Her eyes were wide and her pupils were tiny as she stared up at her older sister.

"Be ready in less than five minutes." Celestia said, "I'll try to delay her but she hasn't seen you in nearly three millennia, of course she'll be eager."

Luna bowed her head before withdrawing into her chambers, just as a small group of maids rushed by, many magically holding multiple cleaning apparatuses. _Doesn't matter_._ It won't be clean enough_.

Celestia descended the grand staircase, staring down at the mare. She was absolutely beautiful, but not a beautiful that any pony nowadays would understand. When Celestia and Luna were young, this mare was the cream of the crop, the most fought over filly in the universe. She had her choice of stallions, and picked Energy. She had no mane or tail, like the guards said, but that was not the strangest looking things about her. Her legs, longer then the average pony were curved to the extreme. Her neck was also slightly longer, and her pupils were set—they did not grow or shrink compared to her emotions.

The horns were the most obvious physical attribute about her. Two small, short spikes rose from her skin, one white, one black. Each containing more power then every unicorn in Equestria mixed together. Her black markings on white coat, though, were startling. On her face, from the tip of her ear to the middle of her eyelid was black, down to a curl of black under her eye. The darkness travels down her neck into a large curl on her chest that settles on her left side. Her rump, partially black, has a curl on it as well. This pony, about the size of Luna when she first returned to Equestria, stared up at Celestia with a smile on her lips.

"Hello Celestia," She trotted forward into a quick bow, "thank you for allowing me into your glorious, rambunctious castle. I didn't realize how much you enjoyed gorging yourself on physical beauty." The entire room was silent as the guards and help looked between their naked Princess and this obtrusive stranger.

Celestia nodded once, and then raised an eyebrow, "Is it always necessary for you to insult my living arrangements every time you decide to grace us with a visit?" Malice showed in her voice.

The mare chuckled, and trotted up a few steps. "Well well, Celestia, I see you've got your fathers quick tongue."

Celestia almost rolled her eyes, "Must you always comment on my speech when you come, too?"

The mare did roll her eyes, "where is Luna? I feel like I haven't seen her in forever."

Celestia stared down with annoyance, "It's been three millennia, Matter. For you that isn't so long."

"Of course not." Matter trotted up past Celestia to the top of the stairs, where she swung her head around, searching. "Can I at least attempt at being a regular pony when here on the planet? Or must I don my monocle and moustache?" Instantly, she had both, and cocked an eyebrow at Celestia. "Do I look ridiculous yet?"

"You always look ridiculous." Celestia muttered under her breath.

"Despite that, where is Luna? Where is my daughter?" She took off down a random hallway, half shouting, half singing, "Luuuuunaaaa Luuuuuuuuuunaaaa, where is she? My Luuuuuuunaaaa?" Celestia followed behind, dreading this reuniting moment.

Luna emerged silently from the room Matter had just passed. "I'm here, Matter."

Matter stood before her. Celestia blinked, forgetting how fast Matter's teleportation is.

Matter stared at the mare, taking in her flowing blue and star mane, her shy look, "Luna!" She sighed.

Luna smiled, looking down nervously, "Please, Total Matter, don't be too upset."

"Upset? Whatever for?"

"I attempted to destroy the beautiful planet that you created for us." Luna hung her head.

Matter angrily stomped, "You weren't the only one, and you weren't the worst." A shadow of memory passed over Matters face before she lit up, "So, what do you fillies want to do?"

_Fillies?_ Celestia thought. "Well, when will Energy show up?"

"Oh, him? Not for a few more hours. Had a small issue with one of the stars off in a galaxy. He'll be here as soon as possible." She smiled quickly before trotting off in the general direction of the kitchen. "It's been quite a while, girls. What sort of food do you have on this planet?"

Celestia could not figure out what was up with Total Matter, as both munched on freshly grown apples. Luna nibbled nervously on an orange. The silence quickly became overbearing for the older pony, who began rambling off on what's been happening the last three thousand years. Matter was her usual, confident self, totally out of this world, but something was off. Something was wrong. Celestia took a bite just as Matter muttered; "…and one day, must have been at least four centuries ago in this time, we _thought_ we saw Black Hole over near Orion, but it was just some dark matter. Took care of that!" Celestia nearly choked on her bit.

"Black Hole?" Luna asked as Celestia cleared her throat. The younger sister had only heard of this pony, she had not yet been created when he died. Celestia remembered easy enough. Luna's face was dubious.

"Yes, Black Hole, that's what I said right?" Matter bit into her apple and chewed while she spoke, "we thought he was in Orion. Anyway, a few years later—"

Celestia was appalled that Matter could have just jumped over that entire statement. Although it was obvious the mare was trying to avoid the subject, Celestia couldn't get the name out of her mind. She had avoided any mention of the pony. "No," Celestia spoke, "no no no, you can't just leave it off like that. Black Hole is still a touchy subject in this area."

Matters eyes hardened visibly, "It's a tough subject everywhere in the universe. Black Hole was loved, anomaly that he was. So anyway-"

Celestia felt anger bubble deep within her. Her eyes narrowed in disbelief at the way Matter brushed the topic off. "He was the personification of anomalies!" Celestia glared across the table. "He was an amazing pony; don't speak of him as if he was nothing!"

"How DARE you?" Matter stood, "He was more important than you can IMAGINE. He CONTROLLED the universal anomalies. _Without him_, the universe was in danger! The Universal balance was off and Energy and I could barely keep a hold on it!"

Luna stared wide-eyed at her family members. She took another bite of her orange before speaking, "We can all agree he was magical, yes?" The two angry mares made no move, "He deserves to be remembered, Tia" and turning to her mother, "but the thought of him still hurts, after what happened." Though she didn't really know what happened to him.

The stare down continued. Celestia's flowing mane was running two time, and Matter's horns pulsed an angry red.

Luna finished and put a bald hoof on Celestia's flank. Her sisters' head whipped around angrily. "Tia, please, it's been three thousand years since we've been together."

Celestia's eyes softened, and her mane and tail relaxed, returning to their normal speed. Matter calmed, taking one more bite before transporting the apple to the recycling container, three rooms away. Silence fell over the group, as they stared awkwardly at each other.

Finally Matter spoke, "you know why we created Black Hole, yes?" She stared at Celestia.

"Yes, as a mate for me." Celestia's eyes watered slightly, remembering the sweet pony. She turned away from the mare. "We tried, we really did, but we could only be friends."

Matte nodded, "Remember, darling, none of us have the same DNA, to protect royalty. We could all reproduce safely. I mean, if you and Luna…"

"Mother!" Luna gasped, shocked at the implications.

Matter laughed and hopped up, trotting energetically towards the doors that led to the gardens, and maze. "Where are you going?" Celestia called out, standing slowly.

"I want to see an old friend." Sadness in her voice as she drifted away. Luna and Celestia looked at each other before following the older mare into the sunlight.

The sun only increased Matter's beauty, contrasting even greater the black and white in her coat, bringing out a little sparkle in the white. She galloped quickly at a speed that astounded passerby's. The Princesses needed to use their wings just to hold pace, not the mention catching up. Matter took a longer path to her final destination, the statue garden. She stared up in wonder as she slowed to a walk, inspecting each closely; both the statue and plague regarding the name and reason for the pose. She had a slow, continuous "oh my," on her lips as she passed by many.

She ended up at Discords statue. Matter stared up at him. It wasn't until the Princesses got closer they saw the tears in her eyes. Celestia and Luna lost all reason to fight with the mare. Matter dropped her head sadly before staring up at the dangerous mixed creature again. "Mother…" Luna began.

"I know, I know." She turned to her daughters, wiping a hoof under her eyes, "he was dangerous, devious, and disastrous. But at one time…" She returned her eyes to the tortured face, "He was my friend."

The two sisters had heard the story before, many, many times. But still, Total Matter continued. "He was my best friend, after what happened to Black Hole. You were too young yet, Celestia, to rule the planet we made for you. But he was full-grown. Discord could keep an eye on the race of creatures we created for you to rule, until you were ready. Before that, though, he was a figment of my imagination brought to life by Complete Energy. He was a little bit of me, of your father…but mostly Black Hole." She turned and smiled at the girls, sitting down on the stone path, "it was a dream come true." Tears began to mat the old mare's fur under her eyes. She sniffed. "I had no friends back then, remember. There were no ponies yet. Your father and I were still designing what would belong in the universe our parents and grandparents created together. We barely saw each other, and you. Oh you, Celestia." She laughed lightly, "You were a doll. You would prance from galaxy to galaxy, placing your own power in each sun you passed. This sun was your favorite, you said. You said, 'it's my favorite, Mama, because it is the perfect size.' I couldn't believe that of all the suns, you chose this one.

"Time passed and your father and I saw more and more of each other. But something was wrong. The universe was unbalanced, undisciplined. It needed rules, laws, to run and govern it. So we created these rules and laws that could only be broken by us. Thus, the creation of Black Hole, a phrase that was given to him much later, of course, as were all our names."

Luna's ears pricked up; Matter had never spoken much on Black Hole. Celestia's eyes never left Discords'.

"He represented every loop hole in the universe, and kept them in check. We had hoped that the body we made, by mixing both of our powers equally, unlike what we did with you girls, we would create a vessel strong enough to hold the power, even at a young age." Matter's head dropped and the stone began to grow dark from her tears. "Black Hole was lost to us before he was mature." She shook her head, "You have no idea what it's like to lose a child; especially when there are only eight living life forms in the universe. Your father tried to cheer me up; he took an idea from my mind and made it so. The form, originally not as grotesque and wretched as he is now, needed a soul. I gave a piece of my own and a piece of Black Holes' to fill the body with life. Discord, he was called, when we found he had received many of Black Holes' powers, mixed with my own. "

Pain sounded in Matters' voice as she cried, "Discord!" And fell in a bow before the statue, sobbing uncontrollably. Celestia stared harshly at the statue. Luna's ears had fallen back, and she looked shyly away. Celestia's mind cracked between different issues; the jar she hide behind a book in her library, to Discord when she was a little filly, all polite and friendly to the Princess, to Discord a few months ago, as he tried to control Equestria again.

"He became power hungry, Matter." Celestia dropped her gaze to her weeping mother. "We had to take him out a second time."

Matter slowly sat up, "from your reports, though, it sounded like you didn't do it yourself."

Celestia shook her head, "no, actually. It was my protégé and her group of friends." Matter scuffed the ground with a hoof, "They are some of the most powerful ponies I have ever known. And they each contribute to the Elements of Harmony."

Matters ears popped up, "The Elements, you say?" She turned to her daughters. A smile twitched on her lips. "Children, I require your assistance. I wish to meet this group down in their town. And…" She turned to the Discord statue, "and I want Discord to accompany me."

The daughters' eyes popped and their mouths hung open. They knew that, at the time, Matter could feel Discord messing with her creation of a planet, and bending the rules that governed the universe in that area. And she wanted to release him? She had, personally, felt the decay of all universal laws beginning in that one area, as had Complete Energy. She knew what Discord was capable off, and she knew that she couldn't control him completely.

"That's insane!" Luna gasped. Matter slowly turned toward the younger mares, "we won't let it happen!" Luna looked desperately up at Celestia for support.

"He's too clever, mother." Celestia spoke evenly, "It won't be difficult for him to bend some universal law and jump through a loophole, especially without a pony like Black Hole."

Matter laughed quietly "I know that. But I also know that now, if necessary, I will be willing to break a law and uncreate matter."

"I don't even think that's a word." Luna whispered.

Celestia looked up at the statue, "How will you contain him?"

Matter shook her head, "careful watching and forcing him into his old form."

"His old form?" Celestia asked.

"Discord was originally a single idea, but from his strange shape was where we got the idea for many races you have here in Equestria." Matter sat up straight. "You two don't believe I can handle him."

"No, we don't." Luna said, looking at the bright mare. "He's just too…"

"Clever." Celestia finished.

Matter stood, making her way over to her daughters, she stared up at them, "I have no friends in this universe anymore since my full-time job is keeping the worlds in order. Discord is my last chance, so give me one. Give me one last chance to change him." Matter's eyes narrowed slightly.

Celestia could never stand that look on her mother, as could Luna. They both looked at each other, and a thought passed between them, _Equestria is screwed_. "Fine." Celestia said, "But you keep him behaved."

Matter was so happy her voice changed into the old tongue, spoken by the first ponies. A series of chirps and whirls and she leapt, high-kneed, towards the statue. Matter placed her horns at Discord's feet, and the horns began to glow softly, beautiful lavender.

Celestia and Luna stood guard, watching uncertainly. Matter though, seemed to know what she was doing. Her eyes closed in content as the purple light consumed her and the statue. Unlike before, when the rock had broken away and chipped painfully, Matter melted the stone, causing it to run and drip down his long body. Discord's head was the first thing free, and he took in a large gasp of air.

"What is this black magic?" Discord asked in his gruff voice. He cleared his voice as his eyes adjusted to the bright light. He easily spotted two very familiar mares, Celestia and Luna, glaring up at him. This light purple light, though, also seemed familiar. His first thought was it was Twilight Sparkle, the resilient filly, but the whispers in the magic were unmistakable. He attempted to crane his neck to look down, "_Total Matter? Is that you?_" His face lit up with glee.

"Yes, yes it is old friend." Matter picked up the pace, and the drops became rivers and streams. "I regret to inform you, though, that soon you will be reverting to your regular self and not this morbid, snake thing you have become."

Discords eyebrows expressed his confusion before a look of knowing crossed his face, "I made myself," he growled, "as ugly as I am on the outside as I am on the inside."

"Nothing I made is ugly."

"Technically, Complete Energy made me." He made a gesture with a freshly freed claw.

"He gave you _life_. I gave you_ form._" Matter said, her polite tone running thin.

Discord caught the hint and stayed silent for the rest of the process. When at last the fur on the end of his tail was free, he hunkered down, face to face with the old mare. The Princesses twitched irritably. But Matter only stared flatly back at the creature. Discord's tail twitched and his uneven eyes stared, unblinking. Celestia was waiting for him to teleport away, or send the three mares to the moon.

"How long has it been?" Discord asked, sneering.

"Over five thousand years, friend." Matter smiled a little, before turning to her daughters. "He has already tried to kill you both multiple times since I began to melt him out." She smiled wider, "thankfully I am here to keep his power under check."

Luna relaxed slightly. Matter turned back to Discord, "Now, old friend, there are some restrictions I must place while we are both in near proximity." Her horn glowed and encased Discord, his body beginning to shrink. "You will, I'm sorry, be forced into your old body. And all of your powers will be withheld. And," as his body stopped changing, "you will not leave my side the whole time." She smiled ruefully, "we have many thousands of years to catch up on."

"This is ridiculous." Discord spoke, as he attempted to get used to his lengthened limbs and shorter body. He raised his eagle claw experimentally, "I wouldn't try anything with you around, Matter."

Matter shook her head, "That does not matter. We can't take any chances with you."

The Princesses stared at Discords new body, which they saw everyday around the castle; a regular pony body, though the same size as Matter. His neck was a normal length of male ponies, while his muzzle was a bit slimmer. His goatee still dangled, but his eyebrows were less bushy, and his horns smoother. His snaggletooth was much less obtrusive, and his torso was normally sized. His wings looked perfectly functional now, while he gave them an experimental flap. Discord hunkered down and dropped his head a little, his snarl only for Matter. Her eyes closed from how wide her smile was, seeming to lessen his anger.

Matter trotted up to him and put her face in his, "I'm just happy to see you, old friend." Discord did not look amused. Celestia heard whispers behind her. In a fright she swung around to see the castle ponies talking in low murmurs to each other.

"Mother," Luna said in a low voice, "I think we should abscond soon."

Matter pushed her side against Discords' to force him to stand. He followed along, downtrodden, as the three mares led the way back to the castle. As they approached, the crowd dispersed, though Celestia summoned one guard forward. She spoke quietly in his ear, "send a letter to my student, Twilight Sparkle in ponyville and warn her. _Warn her_ that I am arriving with my sister and two _very_ special guests." Her tone meant for no questions. He scurried off.

Twilight Sparkle put down her book, _Life in Space; Other Planets and at Home_ at the faint sounds of wings. Her ear twitched as she looked around. A Royal Pegasus trotted over to where she was laying in the park. She stood immediately. "Hello, sir." She smiled.

The guard looked at the girl with pity before presenting the note from his saddlebags. Twilight held the note with her magic, "What's this about? Is it the Princess? What's wrong?" But he gave no answer and instead began flying away. Twilight watched him go for a bit before turning back to the note. Her eyebrows furrowed in confusion as she opened the folds. She read,

"To the starred pupil of Princess Celestia,

Princess Celestia and her Royal sister, Princess Luna, will be arriving at your lodgings in Ponyville shortly with two strange peculiar guests. Please be prepared for accommodations."

Twilight stared at the note before putting it in her saddlebags along with her book. "Why would Celestia have a guard write her note? And who are her guests?" Twilight cantered off, back to her library.

"Spiiiike?" She called in, but heard no response from the baby dragon. Twilight replaced the book just as she heard voices at the door. Magically opened, it revealed the baby dragon and his love interest, Rarity.

Rarity laughed as they entered, still looking at each other, "Well Spike, darling, perhaps next time you should _eat_ it." Spike laughed.

"Twilight!" The dragon turned towards the purple pony, "why are you back so early from reading?"

"Yes, it's most strange to see you before sundown." Rarity's head cocked to the right, "what's wrong?"

Twilight took the note out of her book bag; "The Princess is arriving soon with two guests. But I don't know who!" She magically handed it to Rarity, who read it quickly then dropped it into Spikes hands.

"Twilight, this is _most_ peculiar of the Princess. I suppose all that's left to do is wait for them to show up." Rarity trotted into the kitchen, "Spike and I just went on a fabulous walk and now I am famished."

"I-I'll help you!" Spike rushed after the fashionista, leaving Twilight alone with her books. She thought harshly before calling down every ancient history book she had, which were quite a few since her recent visits to Canterlot has allowed her to expand. She poured over them, looking for clues as to who the Princess's would be so worried about. She paged through the creation of the universe, to the creation of planets, the evolution of life, but found no mention of ponies. It wasn't until the third book she skimmed through, _The Possibilities and Probabilities of Ponies before Ponies_ that she found anything remotely interesting.

She read aloud, "Quantum Dust and Radiation X are said to be the two oldest spirits in the universe; having the power to create planets, galaxies, and the cosmos, hence the name for their type of omnipotent ponies; the cosmponies. The subspecies of ponies includes them and their children, who have various names throughout the world. It is also rumored, but not confirmed, that they are the ancestors of the Princess's Celestia and Luna, the rulers of Equestria." Twilight stopped at a particularly large clang in the kitchen, before laughter erupted. She continued; "They need to be their own subspecies as are assumed to not look much like the ponies we know today. From the remains of past ponies, we can see elongated legs; and even a backward curve to the frontal two. As that is just what has changed in the last few millennia, who knows what ponies who are older then the sky may look like?"

Twilight set the books aside and allowed the information to sink in. It was a long shot but perhaps Celestia and Luna were bringing two cosmponies? If that was true, then Twilight would be one of the first people to ever have met them on this planet! But she couldn't get excited; as much as she'd want to note every one of their behaviors and customs, she still had to be polite. Perhaps they would be nice enough to answer a few of her questions?

Twilight shook her head. "No. Calm down." She said quietly. Rarity is right; the only thing she can do is wait for them to-

CRASH

Rarity and Spike ran out into the main room, "What was that?" Spike asked frightfully, some frosting still on his cheek. Rarity looked, wide-eyed, at Twilight.

The three heard hooves land on the road out front. Whatever had crashed on top the tree seemed to slide off and land hardly out front as well. Someone out there laughed. There was a knock, and Twilight froze.

Muffled through the door, they hear, "perhaps, sister, your student is not home?"

"I almost hope she isn't." A sigh, "but it'd be easier to just get Matter's wishes done and out of the way."

A males voice, smooth and evil, "I can't believe you've dragged me back here."

A females voice, high and beautiful, "oh hush, it'll be fun! Haha."

Rarity looked between Twilight and the door. Her face and posture shifted to her high-class standards, and she trilled out a "coming!" as she slowly walked to the door. "Spike, do be a dear and go get cleaned up. Twilight, make sure there's enough room for our…large guests."

Twilight nodded, dumbfounded, before beginning to magically move piles of books to their respective locations. Rarity stopped at the door and took a breath, putting a light smile on her face. As she opened the door, she began to speak, "I'd like to thank you all for coming, and we'd like to graciously welcome you into Twilight's hooooooommmmme…" She trailed off as she noticed Discord in the back of the group with a hood over his head. She took an involuntary step back.

"And you said this was going to be fun," Discord glared at the pony Rarity didn't know, but could recognize her beauty anywhere.

The mysterious mare laughed, "You'll see, you'll see." Discord sighed.

"Hello, Rarity." Celestia stepped into the pony's view, "please let us in." Celestia looked over her shoulder, but as the day was almost over, not many ponies were out.

Rarity moved aside quickly, allowing the Princess's to pass. Luna nodded graciously, and the strange black and white mare trotted past, giving no look at the Element of Generosity. Discord hung his head warily, giving nothing but a quick once-over. As soon as all four were in the tree, Celestia closed the door and turned to Rarity. "Where is Twilight?"

"Ah, uhm, uh..." Rarity couldn't answer.

"Here I am, Princess." Twilight appeared on the stairs that led up to the bedrooms. She bowed quickly. Twilight quickly trotted over to the group, but froze when she saw Discord, just like Rarity had.

"Discord!" She gasped.

He flicked his pony head back, throwing off the hood, "no duh."

"Don't worry!" mused the black and white mare, "he has no power right now." She walked right up to Twilight and began to walk around her, inspecting her. "Well, nice job on the ponies of this generation, but dang can a race change in three thousand years." The mare looked between Rarity and Twilight. "So which one did it?"

Celestia looked at Twilight, "I would like to apologize on the behalf of Total Matter," Celestia glared at the smaller pony. Twilight took in her comment on the pony _race_, and her strange body, and immediately placed her in the cosmponies category.

Twilight gleamed, "It's perfectly alright, Princess."

Luna spoke up, meeting eyes with Twilight, "She wanted to meet the Elements of Harmony, so we brought her here."

Spike entered warily, scanning out the group of ponies before him. Matter saw him.

"A baby dragon!" She shouted and launched herself at him. Spike cried out and fell backward at the black and white sight, but it wasn't long until she had him pinned on the hard wooden ground. "Wow these have changed so much as well!" She inspected him, sniffing him, "what is it's relation to you, Twilight?"

Spike froze up before squeaking out, "I'm her assistant!" Matter froze.

"Uh-oh." Luna whispered.

Matter stepped off of Spike, and turned to Celestia and Luna. "They can talk?" Her head dropped angrily and she looked up at the sisters. "I thought we had an agreement."

"It was evolution, Matter. We didn't have a hand and it's not like we were going to repress a race just because you said so." Celestia took a step back and the room got darker, and colder.

"Others have, why couldn't you?" Matter's horns glowed, one blue, one red, and the color began to drain out of the room. Even Discord looked uncomfortable.

"Matter, please!" He began.

"What do you mean _others_?" Luna said, one eyebrow rising in suspicion. "You told us there were no other life then this planet."

Matter froze, and in an instant the color was back and everything was its normal color. "Yes, I did say that, didn't I?" She trotted around the room once, "We still aren't done about this whole dragon thing, you two. We will discuss it later. Now, where are the Elements?" She turned to Rarity, "Who are you?"

Rarity took a step forward, "I am Rarity. I-I suppose you'd also like to know that I am the Element of Generosity." Matter's face lit up.

"Yes, I would very much like to know that." She turned to Twilight, "And you are?"

"She is the Element of Loyalty, Matter; I thought I'd already said that." Celestia spoke quickly. Luna nodded.

"Yes, well, I'd like to hear it from her."

Everyone turned to Twilight, "uh, I'm Twilight Sparkle, and I'm the Element of Loyalty."

Matter's head fell to one side, "I would have thought you would take on the Element of Magic to be your protégé, Celestia."

"She is also adept at magic, Matter."

"Well, I can respect Loyalty as well." Matter trotted to the door, "where are the other Elements?"

"Spike, please go get the other Elements." Celestia spoke slowly, looking at the hurt dragon. Spike, saying nothing, left the tree.

Matter trotted up to Discord and rubbed her face on his, "Isn't this great, Discord? We get to meet the living Elements!"

"I've already met them, and they aren't too excited to see me." He turned away from Matter and found his eyes locked with Luna, "you look good, Luna."

She nodded, "Thanks, Discord." Luna had known Discord since she was pretty young, and he was always kind to the family. But the power of ruling a planet had gone to his head. The two sisters were still peeved with their mother for refusing to help with the tyrant. Discord hung his head.

Matter began to check out Twilights books, nodding approvingly or frowning harshly. Celestia and Luna pulled Twilight aside as Discord lied on the floor, and Rarity joined him, though sitting a good distance away.

"What's going on, Princess?" Twilight looked around Celestia's shoulder to Matter, who was getting closer to the history section.

"What we tell you now cannot be repeated," Luna glared down at her.

"Alright."

"That crazy mare back there is Total Matter, our mother." Celestia muttered, with Luna's approving nod.

"She, in a loose sense, created everything you know, see, hear, and touch."

"Her and her mate, Complete Energy." Luna added.

"And we had to tell her I was Loyalty why?"

"Because," Luna started, then looked at her sister.

"Because she is connected to the Elements even more then you are. She _created_ them. She embodies Loyalty, Honesty, and Magic,"

"While Energy completes with Laughter, Kindness, and Generosity." Luna looked down at Twilight.

Twilight rubbed her chin with a hoof, "alright. But being Honesty, won't she find out?"

"We don't know." Luna whispered, "All we know is that she will cling to whoever is Magic, and she will control them. It's her favorite Element. Whoever is Magic will not escape Matter until they die."

Twilight blanched, "Then who's going to be Magic?"

The sisters looked at each other.

"What is this?" Matter called out, shoving a book in front of the ponies' faces. She held _The Magical History of Magic_ by _Star Swirl the Bearded_. She glared angrily at Twilight. "Star Swirl was a knuckle-head. He didn't know anything about magic."

Twilight gaped, "he created the modern magical theory! You can't stand there and say he didn't know anything!"

Matter raised a brow while slamming the book on the floor, "and how many times has that theory been thrown out the window when creating a spell series or with enchantments?" Twilight lowered her eyes guiltily, "He gave ideas yes, but his theory is relatively discontinued. Get rid of it."

Twilight picked up the book and stared at the dark brown cover. Tears formed as she walked outside and trotted down the street until she came to Rarity's Boutique. She left the book on the porch, behind Rarity's trash. She whispered to it, "I'll be back."


	2. Chapter 2

Beware—probably the most boring update.

Untitled Document

(Rough Draft)

Part 2

As she returned to the tree, Twilight heard many voices going on inside, the loudest being Pinkie Pie.

She opened the door and trotted in, pure fright running through her veins when she saw the look of pure disgust on Matters face while Pinkie was talking. Of course, Pinkie was oblivious, continuing on about the instructions on making cupcakes, or perhaps cotton candy? Twilight hadn't been listening long enough and instead watched Matter carefully.

Her brows raised in doubt at the pink pony, who bounced around the sitting Matter. Twilight stepped inside and closed the door. Celestia turned and looked at her, exasperated. "Twilight!" Celestia hurried over, and leaned down to her pupil, "We have to get Matter out of here."

Fluttershy, lying at Rarity's feet, while Rainbow Dash and Applejack were listening to Rarity talk, no doubt hearing about earlier events. Rainbow, upon hearing Celestia, turned. She then calmly (for once), flew over Discord and landed beside the Princess.

"Soo what are we going to do about the Loyalty thing anyway? I obviously can't be magic." She flapped her wings once. Pinkie began to sing about cupcakes.

Celestia nodded, "There can't be a Magic. I guess I'll just have to claim it."

"But Princess…" Twilight started, her eyes growing worried, "you weren't there when we took out Nightmare Moon or Discord!"

"It's a chance we'll have to take. Rainbow Dash, I'm sorry but you can't—"

"Enough!" Matter said. Pinkie froze midair. Discords ear twitched.

Everyone turned to Matter, who smiled widely and looked at Luna, "can you introduce me to the other elements?"

"Ah, uh, of course." Luna stepped forward, to Applejack and Rarity, "this is Applejack of Sweet Apple Acres; she is the Element of Honesty." Matters face lit up.

"This may have future complications." Celestia muttered.

Luna motioned to the pink blob standing next to her mother, "That is Pinkie Pie of Sugarcube Corner, who is the Element of Laughter."

Matter gave the hyper pony a hard look, "I wouldn't have guessed." But her face quickly became excited at the thought of magic coming soon.

"That over there is…Fluttershy, the quiet one. She is the Element of Kindness." Luna's hoof shook. "And."

"And…?" Matter asked, eager.

"I am still the Element of Magic, mother" Celestia spoke, lowering her head.

"_You_? But I thought you said your apprentice and her friends conquered the Elements."

"I did say that didn't I? Well…nopony has shown great ability with magic yet, so I'm the stand in until we find one."

"Stand in? What in the—" Matter stopped. Her ear twitched. She promptly stood and left, her horns glowing red and blue to open the door. She took five steps outside and looked straight up. Nopony moved. Finally, Celestia and Luna followed, also staring up, but whereas Matter's eyes were fixed on a certain spot, the Princess's were searching. Twilight nervously exited first, followed by Rarity, Rainbow Dash, Pinkie, Applejack, and finally Fluttershy, who stayed crouched the entire time, her ears plastered against her head.

"Princess…" Twilight began slowly.

"Shh." Celestia didn't move, but she spoke.

"He's coming." Matters tone was dark. At a distance away where only her eyes could see it, a bright smiling face came rushing down at speeds that were incomprehensible to normal ponies. She smiled back. He saluted. "He's coming!" Her face lit up and she raised herself onto her standing legs and beat the air.

The sun set dramatically the closer he got to the ground and the moon rose slowly behind Matter and the gang. The ponies gasped as he can into their view; perhaps the largest pony they had ever seen! His head was larger than Celestia's, and where Matter's neck was long and elegant his was short and was obviously the neck of a hardworking pony. He landed heavily, making the ground rumble quietly, but left no mark on the stones. The six friends felt like they were staring into a dim sun. His ears, so different from his mates, were wide and round. His eyes were the most peculiar, as they were like slanted raindrops, with the point near his ear, and had no pupil or iris. His legs were long and straight, strong. His mane and tail were made of light, always licking up and evaporating, never settling. His size made him tower over all the ponies.

Celestia, Luna, and Total Matter all smiled up at him while the normal ponies gaped. Complete Energy smiled with perfect teeth. Matter bounded up to him and put her hooves on his shoulders and leaned back, attempting to look in his face. He lowered his head carefully. Total Matter grinned at him, "How's your end of the universe?"

"Perfectly fine."

"Oh my gosh that was so cool you were all like WHOOSH except you weren't because there was no sound but if there was sound I'm pretty sure it would have been a Whoosh. Anyway you were all WHOOSH and we were all like" Here Pinkie dropped her jaw. She had bounded up and ruined the moment by standing beside the two and opened her mouth, allowing words to fall from her lips. "Because we've never _seen_ anything like _that_ before! It was absolutely amazing! I bet—" Matter stuck her hoof in Pinkies mouth.

Energy laughed, a deep, rolling sound. "These are the Elements, I presume?" His voice was like his laugh.

"Yes." Matter said, lowering her head but never breaking eye contact.

"This is the Element of Laughter right here, isn't it?"

"…yes…" Her eyes drifted to Pinkie.

"You may as well as remove your hoof, dear, she will continue no matter when you do." Energy reached up with his own and carefully took Matter's foot out of Pinkie's mouth.

"—if you really wanted to you could fly across the universe lickity-split! I mean," Pinkie faltered when Energy turned his stare to her, "I—I mean…wow." She stopped, looked down, and stepped back.

After a moment, "I'm glad you could make it." Celestia stepped forward.

Energy looked around Matter, who also slightly turned, "Celestia! Have you grown?"

Celestia gave him an incredulous look, "I think I may have in three thousand years or so."

Energy nodded, and he turned to his other daughter. Under the growing moonlight, her mane seemed to have gotten even more vibrantly blue. She looked proudly upon her blazing father. "Energy."

"Luna." He stepped forward and caught her in a neck embrace. She replied, wrapping her neck around his.

Pinkie, Twilight noticed, watched Energy with interest. _Well, he did create her Element, I suppose_. The two older ponies released each other.

"So. Why are we here, hmm?" Energy turned to the group.

Matter stepped forward. She had a new, uplifted look about her face. "Well, Discord and I came down to meet the Elements."

"Discord is here? Where is that old, gangly little monster?" He looked around wildly before shouting, "Discord get out here!"

Celestia hushed him, "Ponies are sleeping now, father, please restrain your voice."

Applejack sidled up closer to Twilight. "Ah've heard it from Rarity, now ah need to hear it from you. Are these really _the_ creators of the universe?"

"It's looking to be that way. They may not have created the actual universe, but they made everything in it." She whispered softly, as Rainbow Dash floated over.

"So, they're the universe?" She asked, her face scrunching up in confusion.

"No, no no. They're just the ponyization of the universe."

"…what?"

Matter's ear turned back towards them. They ceased talking as Discord popped his head out of the tree and shakily walked forward, his ears flat back. "Oh, bother." He said when he saw Energy. Energy smiled widely and patted him roughly on the back.

"It has to of been at least five thousand years since I've seen you!" The large pony laughed.

"Always a pleasure to see you, sir." Discord's eyes drifted to Matter, who laughed at him.

"Come on Discord, it's all in fun and games!" She bounded forward.

Luna turned to the smaller ponies, "I believe we are ready to start heading to sleep for the night."

"Oh! Um…I don't think there's enough room in my tree…" Twilight said guiltily.

"I had guessed," Luna replied, "we hated to put such a burden on you so fast though…"

"Well…" Applejack said, looking nervously at her friends, "if y'all don't mind bein' out under the stars, there's plenty of room for ya on Sweet Apple Acres."

Luna thought for a moment before nodding, "that will work. It will give us space and time to catch up. Lead the way, fair Applejack."

_Fair Applejack?_ "Alrighty," She began to walk down the road, "This way, y'all."

The whole group, five Cosmponies and six normal ponies, began their walk to the apple farm.

It wasn't long until the Equestrian ponies were asleep around the fire. Twilight hadn't been able to ask any of her universe questions out of fear of Total Matter. She figured if she could ever have some alone time with Energy she may be able to ask a few.

What Twilight had found strange was Pinkie. She was usually hopping around everypony and talking about everything. But tonight she had been relatively calm (in a Pinkie sense), and lied down mostly between Discord, who would give her looks throughout the night, and Energy, who didn't give her the light of day. Twilight was very confused on the issue of Pinkie.

Not that many of the "Earth ponies" as Matter had grouped the six into, talked much. They were enthralled, just listening to the older, more powerful ponies talk about the last few thousand years. About the planets that Energy and Matter had created and been to, about the ponies Celestia and Luna had known. Discord was mostly silent, as he had been made of stone for most of the stories.

After the ponies had fallen asleep, that's when the Nightmare Moon talk popped out. Discord didn't listen, and instead focused on the pink blob between him and the life-giver. He could recognize infatuation when he saw it. Not that he would mention it to anypony. No one here was his friend, not even Matter. He looked at his lions' paw, attempting to will something into existence. The power was beat down quickly, as had all his attempts he made throughout the day, by Matter, who gave him a sharp look in response.

Discord altered his spell a little, feeling a slight give in the resistance that was the pony of Magic. _Anything_. He wished. He had never felt so powerless before today. Slowly and carefully, with a wiggle of his claws, tiny pebbles formed in his palm. A warm fuzz of realization ran over him. _The loopholes of the universe were protected by Black Hole_. He thought, his eyes going wide, _I have no idea what loophole I just fell across, but it's one Matter can't control_. He attempted something bigger, like a leaf, but that effort was beat down and his ears flattened in disappointment. _The hole needs time to grow_. Discord thought, looking over to the sleeping ponies, _and then I can get my revenge on all of them._

The next morning, Celestia was the first one awake, after Applejack, who had run off at some ungodly time to tend her trees. Celestia rose and trotted around the open field stretching her wings, unaware of the peeping tom in the tall grass.

Discord had stirred when the Sun Goddess had. He barely raised his head, and watched her run, graceful and free. His eyes narrowed in jealousy. He attempted to snap a root up and trip her, but it was beat down even by the still-unconscious Matter. He growled softly, awaking a nearby pony.

"Discord? Was that you?" Pinkie rubbed her eyes with her pink hooves and sat up, turning in the direction he was watching.

"Hehe…beautiful, isn't she?" Her voice was still groggy. She poofed her hair, then her tail, and stood up. "I think I should be getting back to Sugarcube corner." She hopped a few times before turning back to the monster. "Would you like to join me?" She smiled widely.

Discord did a double-take. "What? Spend the day up to my elbows in sugar and flour to make cupcakes? Please." He stared at the Princess.

Pinkie giggled, "your alternative is to stay here and keep ogling the Princess." She began to hop away and hum to herself quickly.

Discord's eye twitched irritably. He contemplated, raising his eagle claw to his chin. After a moment he sighed heavily, stood up and raced after Pinkie. Matter smiled.

Celestia returned just as Matter and Energy were beginning to stand. "So how long are you going to stay with us?"

The immortal ponies looked at each other, "We're not sure. It's been so long since the universe hasn't needed our help for very much. It's quite a vacation." Matter snuggled more under Energy's chin. He smiled.

"It's strange to us; this relaxation." His deep voice caused some of the Earth ponies to stir. "We have nearly nothing to do."

Celestia blinked, "so…you're not sure when you're leaving?"

Matter sighed, "at this point, I kinda don't want to leave."

Energy chuckled, "me neither, love."

The three watched as the rest of the ponies began to wake up. Luna smiled at her sister before beginning to stretch out her back, which was sore from sleeping on the ground. The four little ponies began to move, following the night Princess in her stretching routine. Twilight looked around, "Hey, where's Pinkie Pie?"

The other three also searched. Rainbow Dash leapt into the air, "She probably had work to do at Sugarcube Corner." As she looked to the sky, "uuugh, and I have work to do today. A light shower is scheduled." She blasted off, no doubt to find her weather group.

Rarity looked at the immortals, "I regret having to leave so soon into your vacation, but I also have some work to be done. New fashion lines and all that," she laughed nervously, "please feel free to stop by!" She began to make her way off. Twilight looked at Fluttershy.

Fluttershy stared back, until a realization ran over her. Her face grew red as she nervously took a few steps back, mumbling about Angel and apologies, before racing off, leaving Twilight alone with the Cosmponies.

Twilight stared up at the adults. "hehe…well…" She attempted conversation.

"Well Twilight I understand you have _many many duties_ to attend to today as well?"

Twilight fidgeted under Celestia's gaze, "nothing that can't be put off until after you leave, Princess."

"Oh, no, Twilight. I couldn't have you beginning to _fall behind on your studies_ because of me." Celestia stared harder at the girl.

"Well, um," She looked at Luna, who nodded. "I guess I should go do some of my studying." She stood, confused for a moment, before walking off.

Celestia watched her leave, frightened. She figured the less time Twilight spends alone with Matter, the better. Energy spoke once Twilight was out of sight, "She's a strange one, isn't she?" He chuckled, glancing down at Matter.

"Yes, yes she is." Matter said with a bit of suspicious acid in her voice. Luna and her sister shared a gaze.

"No time to deal with it now. I haven't been on this planet in many millennia. I would like a formal tour of the town." Energy took two steps before his eldest daughter stopped him.

"That is not such a good idea. Luna and I are barely accepted among the commonfolk," Luna nodded, "I can't imagine what they would do with you two, especially since the term 'cosmpony' hasn't been used in generations. Everything is scientific now."

Matter scoffed, "and do you know who created the laws that allow science to be possible?" She threw her muzzle in the air and closed her eyes regally, "us."

Luna's ears fell, "they will still not accept you." Matters eyes opened.

"Then what are we going to do today?" The four ponies looked between each other.

"Where's Discord?" Celestia turned to where he had been sleeping previously.

Matter's lips twitched, "he went to Sugarcube Corner with the pink one."

Celestia stomped a hoof, "she does have a name, mother."

Matter smiled grimly, "so? She annoys me."

Energy spoke up, "the Element of Laughter annoys you?" He laughed, "you are making fun of most of my personality!" He raised a hoof to his chest like he was hurt, but his upbeat face destroyed any pained illusion he may have tried to make. "The best part!"

Matter looked up at him, "She's just an Earth pony," she muttered.

Energy chuckled and turned to his daughter, putting his foot down. "We are fond of all of your friends here, Celestia, _including_ Pinkamina Pie. Don't listen to your mother." Matter grumbled unintelligibly.

Celestia nodded, "thank you, Energy."

Luna spoke up, "couldn't Matter make us all…disguises…that allow us to blend in with Ponyville?"

Matter thought for a second before her eyes lit up, "yes of course! That could work perfectly!" Her face became utterly ecstatic.

Luna took a surprised step back, "I'm glad you are so…enthusiastic about the idea."

Matter's horns began to glow; the black one blue and the white one red; "Stand in a line, all of you." They moved as purple magic began to encompass them all. All three felt their manes and tails snuff out and the Princess's felt their horns collapse.

Matter closed her eyes and focused very hard on what she wanted her family to look like. First in line was Luna; she decided to keep the dark blue of her mane and make it her fur color; made her lose the horn but keep the wings, downsized them and then her entire body to that of a normal pony. The mane? What to do with that? A lighter color? No. But it can't be the same color either that would look ridiculous. Matter snorted and just went black. Done with Luna—no wait! The cutie mark will give it away. Hmm. She stared at her half made creation. She could do a star but how to explain that? She could be an astronomer, but Matter was unsure how much Luna _actually_ knew about stars. In the end Matter chose a full moon with a cloud in front of it. Done with that one.

Next was Celestia; Matter's lips twitched in the possibility of making her daughters as opposite as herself. It would be too obvious though, and would seem a little bit too desperate. She made her coat and horn a light pink, and her mane and tail a complimentary blue. Matter dropped her wings and size in an instant, making her seem a little younger then Luna by making her lankier, like she had been when she was a filly. For the cutie mark, Matter had to think. She couldn't make it mirror Luna's; that'd be too obvious. A spark sounded in Matter's mind. A smile grew slowly across her face. She outlined three stars on Celestia's thigh, before coloring them in purple. _She wants to hide who the Element of Magic is? She can try_.

Lastly. Complete Energy. She could make him the ugliest male in the world. It was very tempting. But…she sighed, cutting his size in half and giving him a short brown mane that was styled to go back against the roots. His tail was short as well, and spiky. His coat color was hard…but she ended up choosing an almost orange color, with a hint of brown. His cutie mark became a lick of flame, and his eyes (which now had pupils) became the same shade of brown as his hair. She stared at her creations before releasing them; they looked so normal.

She dropped them and they sighed heavily, examining themselves and their new family. Celestia stopped admiring her coat color long enough to look at Matter and ask, "what about you?"

Matter thought for a second. She didn't need her horns to do magic so she could pull off being an Earth pony. As she contemplated, the black markings disappeared, and her horns dissolved. Her ears shortened and her legs straightened. A cutie mark showed on her flank, a wooden knight chess piece, and hair grew, light grey, down in a single wave until her tail almost brushed the ground and her mane hit her just below her shoulder. She smiled at her family.

Luna yawned, "I guess it's time to hit the streets."

The four walked calmly down the street; it was almost noon. They admired all the buildings as Celestia and Luna told the older ponies all about the ponies who occupied them. When they came across Sugarcube Corner though, Energy insisted on entering and checking in on their friends. Matter mumbled angrily but agreed. She hadn't felt a push on Discords magic all day; which made her worry.

The inside of Sugarcube Corner was dead silent. The chairs were empty and no pony stood behind the counter. "Pinkamina Pie?" Energy called out, his voice only slightly higher then it's usual rumble. Matter trotted deeper into the store to search out the two beings. They weren't in the kitchen, nor the business room.

"Discord?" Matter called out, returning to her family. "Lets try upstairs." One after another they ascended, Matter, Celestia, Luna, and lastly was Energy. Matter opened the door and froze; her jaw dropped. Celestia looked over her shoulder and began laughing uncontrollably.

"Hi guys!" Pinkie leapt out of her chair, almost dropping the tea cup she was holding. "I'm soo sorry I wasn't downstairs to meet you. Welcome to Sugarcube Corner! We have the best sweets in Ponyville! And maybe in all of Equestria!"

"Pinkie," Matter started.

"Please allow me to apologize again but my friend and I here were just having the _best_ tea party ever and I completely lost track of time!" Matters eyes snaked to Discord, who had attempted to half hide himself behind the table; only his eyes, horns and ears showed.

Celestia caught her breath, "Pinkie, it's us!"

"It's who?" Her head dropped to one side, confused.

Matter and Celestia walked forward, allowing Luna and Energy into the room. Luna and Celestia reverted into fits of laughter, Discord's eyes showing his annoyance at the two Princess's. Energy rushed forward and grappled Pinkie in a large hug, "PINKAMINA DIANE PIE" He said right in her ear, "How can you not recognize us?"

"Complete Energy?" Her face lit up, "Ohmygosh guys!" She returned the hug. Matter's eyes narrowed suspiciously before she headed over to where Discord was stooped. As she came around the table, she saw what had made her daughters laugh so much. Discord was wearing one of Pinkie's aprons; pink and frilly with a heart in the center. Matter bit her lip to keep from laughing but her quick breaths gave away her intention.

"I was forced into this, I assure you." Discord reached back with his eagle claws and pulled at the strings, causing it to fall into a pile on the ground. He then picked up his tea cup and took a sip. "But that pony does know how to make a damn good cup of tea."

Soon Pinkie and Energy released each other, and she commented on their new skins, "Why are you all…like this?"

Matter flipped her mane as Discord shouted out, "isn't it obvious, Pinkie my dear?" He put down the tea cup and strode to the other side of the table, where the Princess's were recovering from their laughter fit and Energy stood, gazing at Matter. "The society in which you live would _never_ allow ponies claiming such power as Total Matter and Complete Energy to walk freely. They changed their shape and color in order to hide so they will not be prosecuted." He stopped a foot or so in front of her and looked her in the eye, "We discussed this earlier."

Pinkie looked up at him, dumbstruck, "oh, right."

"Well _obviously_ these two are getting along nicely may we please move on?" Matter stood straight, staring at her mate. Energy's ears flattened a little.

"Matter…"

"We still have very many ponies to check up on and the sun has already began to descend, hasn't it?"

"Well…yeah."

"Then lets go." Matter trotted angrily through the door. Her two daughters followed, and with a last look at Discord, giggled as they left. Energy turned to the two.

"She's just a little bitter at finally being back on a planet." He smiled warmly.

Pinkie's ears dropped, "Is it me she doesn't like? She hasn't been very nice to me since she got here."

Discord and Energy shared a look, "No…no it's me she's not to fond of. Don't worry." He turned tail and walked quickly out the door.

Pinkie closed the door behind him. She then curled up on the floor, "it's me she doesn't like, isn't it?" She stared at the floor.

"As Energy said, it's him." He lied down next to her.

"I don't get it."

"Well…think about it. Matter emulates three of the Elements" he counted them on his lion paw, "Magic, Loyalty, and Honesty." Pinkie nodded, "well…with Loyalty and Honesty comes doubt and suspicion about everyone." He took a breath, "which means Energy has Laughter, Kindness and Generosity in him. He is not—"

"Which means he is not held by laws of the universe to be loyal or honest, does it?" Pinkie looked up at him.

"Well…yes. And since laughter is his favorite element…you raise the most suspicion for her."

Pinkie picked at the wood with her hoof, "so she's not fond of my element?"

"And your friendly relationship with Energy."

Pinkie huffed, "you just can't make both happy, can you?"

Memories floated in Discord's mind, "no. No you cannot."

The four Cosmponies walked confidently down the street, getting curious stares from nearly every pony they passed. Matter was more silent then the others, playing the Sugarcube scene over and over in her head, overanalyzing every instant. Her face slowly grew more concentrated and angered, until she felt a hoof tap her on the side. She turned and saw Energy's glorious face, and when he smiled, she knew nothing was wrong. She smiled back. Even in his new skin, he could make her feel like she was the only mare in universe who held his heart.

Celestia soon broke off, "I have to go speak with my pupil for a while, I trust you can handle yourselves?" She flicked her tail.

"I think we can manage." Matter said, not leaving Energy's eyes.

Celestia nodded and cantered off towards Twilight's tree.

She arrived, breathing heavily, and pushed open the door, surprising Twilight and the customer she was speaking with. The two young ponies looked at each other. "So have them back in about three weeks then, Cherilee."

"Alrighty, Twilight, thanks again for the books! The children will love them!" She walked out the door, sparing only a concerned glance at the pony who rushed through the door.

Celestia closed the door behind the teacher, and walked up to Twilight, "I'm sure you have a lot of questions, and now is the time—"

"Can I…help you?" Twi asked, raising a confused eyebrow.

Celestia froze, "Oh right. The new form." She stood up tall, though she was still only as tall as Twilight, "it is I, your esteemed Princess Celestia."

Twilight bowed quickly, "umm, Princess? Why are you in…another ponies body?"

"I'm not! Matter gave me a new form to help blend in with society."

"Well, alright. I guess. How can I help you, Princess?"

"I'm actually looking to help you, student. I think you have many questions about Matter."

Twilight nervously rubbed her leg, "well…I have one prominent question; what would Matter do to the Magic Element?"

Celestia looked at the ground, "you must understand just how powerful these ponies are, Twilight. They can _create _and_ destroy_ matter and energy. These ponies don't mess around.

"But you know that. What you need to understand is something about the Elements; they are affected by the past and present ponies."

"What? I don't understand."

Celestia licked her lips, "The Elements…are all connected. Not just through meaning or space, but also through time. You are connected to your ancestral Magic elements, as is Applejack to Honesty, Rarity to Generosity, and the like. Matter wants to make sure that the Elements progress like how she wants to. How you act now will affect the type of pony Magic latches on to in the future."

"So she wants to control Magic too—"

"To keep the Element line how she wants it. I wouldn't be surprised if Energy does the same thing to Laughter." Celestia smiled, "she would never leave you alone if she found out."

Twilight lowered her head. "How long are they staying?"

Celestia shook her head, "I don't know, they don't know. But since I am considered Magic right now; or at least until Matter figures out I'm lying, you are free to use magic. Just remember you are Loyalty right now."

Twilight began to slowly reorganize books, "I'm not a good liar, Princess."

"Please, Celestia"

"…Celestia. I'm not as bad as Applejack, but still. I may not be able to keep up the façade for long."

"That's why you have me and your friends. We will keep you in line. And with Rainbow Dash's help, you will make a fine Loyalty."

Twilight was silent. _I better learn how to be Loyalty, and fast. The last thing we need is Total Matter knowing she's been lied to._


	3. Chapter 3

Wait. Something's actually happening?

Untitled Document

Part 3

Matter sits alone in an empty field near Sweet Apple Acres. Her eyes glare at the setting sun, her artificial mane blowing in the breeze. She has not moved in nearly an hour, after spending a large amount of time with Luna and Energy in Rarity's Boutique, modeling her new line ideas. Total Matter was contemplating the Elements, paying special attention to Magic and Laughter. She needed to weed out who Magic really was, and she needed to get the pink one out of the equation.

She bit her lip. Elements were hard to break a bond once they've latched on to a pony, but it wasn't impossible. It's been done before. Matter snorted, she couldn't bear another filly or mare taking her spot. Not again and not anymore! The deep-rooted anger that boiled up from her chest felt like she was about to explode.

"You're beginning to wisp." A deep voice commented. Matter nearly snapped her neck looking up quickly. Energy stood, a somber look on his face.

Wisping was dangerous for the two Cosmponies. It was when they began to loose the focus of their form, and particles begin to break off. The two were the only ones who needed to be cautious, as Luna and Celestia were totally solid, and Radiation X and Quantum Dust were basically gas. Wisping was brought on by strong emotions.

Energy lied down close to his mate. "If you wish, I will break off my friendship with Pinkamina." He stared at the sun as well.

"I would like that yes…but you wouldn't. It would make you unhappy." Matter watched his face carefully.

"You know exactly how long it has been since we met any of the Elements, and how it's been longer still since all six were present."

"Five."

"What?"

"Five are present. Supposedly Magic didn't latch."

Energy snorted, "I would have assumed that that protégé of Celestia's, that Twilight Sparkle girl."

"Apparently not."

"But we felt all six Elements when we arrived, on that we can agree?"

"Yes. They are all here, but Celestia is hiding something from me." Matter turned her face back to the warm rays.

"There is something else, isn't there. Our daughter lying isn't the only thing upsetting you."

Matter was quiet for a minute, "it's boring."

"Hmm?"

"I knew it would, as this race has not yet achieved interstellar travel yet. But there's no scandal, nothing exciting to help with."

Energy sighed, "We came here for the boredom, yes? We agreed we needed to get away from the action of galactic affairs."

Matter breathed slowly, "in the short amount of time we're here, I'm sure I can think of something to—"

"No." Energy's anger flared. "We don't need any activity on our vacation."

"Are you kidding?" Matter muttered, "this is nearly exile." She leaned into him. "Please? Just a released prisoner or something? _Anything_. I don't know how long I can sit here."

He planted a light kiss on the top of her head, "Revana promised only a week. It's been only two days. Perhaps next week we can return to Eletrona."

But Matter's mind was already churning, formulating a plan. Something to do; anything. She wasn't one for relaxation; she needed to move, to think. Books didn't help; she knew so much already. But a small disagreement. Between friends maybe…it might give her answers…

Discord had spent the whole day with Pinkie, and had learned the science of cooking desserts. Although after the embarrassing run-in with the Cosmponies, he regrettably declined when Pinkie offered the apron to him. At the end of the day, the two were in the kitchen cleaning the pans and bowls they had used.

Discord tried the loophole again. He had finally placed it sometime earlier; mentally to the right of where he usually got his magic. He huffed and scrubbed a little harder, attempting to explain it to himself. Discord imagined a flat plain—no. Magic is to 3D for that. A ball maybe? And placed himself in the center. He imagined magic flowing to him from everywhere on the surface of the ball; but inside, there were little places where magic couldn't get through; unexplained phenomena's in magical theory. He mentally placed one far to his right; near the skin of the ball. Yes, good enough. He breathed out quickly, glad to have finally made something that kind of made sense.

Except all of his magic was gone. He cut off all communication with the ball. Then he imagined a thin thread of magical phenomena reaching out from the source to him. _There we go_. He thought, smiling. A kind of explanation.

Pinkie took Discord's silence for boredom. "Did you have fun today?" She grinned, grabbing a mixing bowl and placing it in the hot water.

Discords ears turned back to where Pinkie was, "Yes, Pinkie, I did. Surprisingly." He used the strange magic to clean the bowl; taking off all the dough and putting it in the trash.

"Well that's good. I don't have to work tomorrow would you like to hang out with me again I will probably go to see what Total Matter and Energy and Celestia and Luna are up to if you would like to join me. Oh yes I should probably bring Gummy as he hasn't met any of them yet and that is just terrible."

Discord could not _believe_ how much the pony could talk. It seemed like throughout the day, the only time she breathed was when _he_ was talking. "I would love to."

"Are you going to ask Matter if you can stay here in Equestria as long as she can keep your magic stunted? Because that would be fun because all my other friends work and I work so I'm usually alone unless the Cakes are in town. But they are out of town a lot to see their family and find new recipes and such."

Discord dropped the pan he was cleaning. _Stay in Ponyville? With stunted magic?_ His face scrunched up in thought. Tempting.

Pinkie took his hesitation as declination. "Well I mean you don't have to but I would like a companion who can talk." She looked over at him, a large smile still on her face, "Gummy is great and all but I must look a little _crazy_ talking to him all the time. Maybe we should go talk to Matter tomorrow."

"Yes," Discord said, "I think we should. I would like to stay here. It's much better than being stone anyway."

Pinkie went back to washing dishes contentedly. Discord began to use his forbidden magic more and more to clean dishes; obviously Matter couldn't feel it; unless she didn't want to stop him. Once he regained his powers, though, how could he torture the old mare? Could she even die? Long forgotten was their friendship when she allowed him to be imprisoned—twice—by her daughters. Well, he thought, that wasn't very fair. Only the first time was by them; the second was by those damned fillies. His anger made him glare at the spatula, a wretched snarl on his mouth. Twilight Sparkle would pay the most; oh she would feel his wrath for thousands of years. Or as long as she could last. Rarity would be a simple torture; take _everything_ from her, even her friends, and cast her out of society. Make her _undesirable_.

Fluttershy would be difficult but not impossible, she was easily scared, and was uncomfortable around people who weren't her friends. He would need to put her someplace with terrible creatures, where the meanest and worst criminals were held. Perhaps the dungeons.

Rainbow Dash would be hard to break but that Loyalty of hers. He would use it against her again. Give illusions of dilemmas that would drive her insane. Discord huffed. If there was one thing he learned from last time, it was that psychological damage could be worse than physical displacement.

Honest Applejack. He chuckled. Oh, what would he do with her? She was a strong, tough pony, possibly hardest to place. He would think of one later.

That leaves Pinkie Pie. He froze. This was his favorite pony, the only one who had been kind, the only one who had appreciated him. He would need to find the resolve to hurt her in the future. Give her nearly the same treatment as Rarity. He resumed cleaning, hardening his miserable mind. She deserved it, no doubt she will turn on him like how he was planning to turn on her.

Discord felt a hoof on his side, and nearly jumped out of his skin. Pinkie smiled happily up at him, "I'm glad you aren't as super-duper evil as you were last time we met. I don't think we could have done this with you trying to take over Equestria." She laughed, "again."

He looked down disdainfully at her, then rested his muzzle on his eagle claw, "I hope you realize it's only because my power is stunted and I respect Total Matter."

Pinkie stared into his uneven eyes, "yeah, what is with you guys? I mean, you guys are both super old, so I'd assume it was a friendship of some sort—"

"Yes." Discord said, "we were best friends." Memories blitzed around his mind of a younger Matter, crying her eyes out on his shoulder, "closer then you six, even."

"Whooooa. That's really close." She was absolutely perplexed. Could her young, insane mind even handle the intense emotion that went along with betrayal? Not the kind of betrayal he was planning, no that was simple to get over. But the kind Matter has had to deal with, over and over again, as a curse of the Elements.

Discord stared silently down at her, then turned back to his pots. "So what do you want to do now?"

"Isn't it late?" He said, back into his detached voice.

"Not really, I think the sun just set." She gasped, "we can go see what Rainbow Dash is doing! Come on Discord! Clean faster! Go go go go GO!"

He scrubbed faster, "where will she be?"

"Probably up in her cloud house. You can take us up there."

He rinsed the last object. "Alright."

_There's always time to plan a revolution. _He thought.

Throughout the evening, ponies slowly began to trickle into Twilight's tree. First it was Fluttershy, asking about her day. Then Celestia and Luna who smiled at her and began to converse with Fluttershy on proper animal care, all the while Celestia would send careful looks at Twilight. Soon Rarity joined the bunch, in a beautiful maroon cape she had made earlier today. Celestia laughed, commenting on a similar cape she had been forced to wear. Rarity easily retaliated with, "If you wish to be treated as a normal pony, you must wear my beautiful fashions."

Discord, Pinkie, and Rainbow Dash arrived quite a bit later, Pinkie gushing about the great racing "Dashie" and "Dissie" had done. Discord wandered to the opposite side of the room, taking into consideration the collective hate towards him. After a bit of prompting, Twilight got Dash to admit that Discord "wasn't _too _bad…if he doesn't have his magic."

Applejack, Complete Energy and Total Matter showed up at nearly the same time, Applejack looking completely uncomfortable, Energy nearly as excited as Pinkie, and equally as happy to hear her rendition of the race. With an obviously ignoring head turn, Matter trotted off to lie beside Discord, and began talking up the awkward creature. Twilight, attempting to avoid Matter, settled down with the two Princesses and four of her friends.

Celestia looked at Twilight, "what have you found out since our little talk?"

Twilight shook her head, "not much, Celestia. I attempted to look up Matter's effects on the Elements, but she's scratched her name out of every history book! Any historian who so much as mentions help from a pony immediately changes course in the paragraph." Twilight raised a hoof to her face, "like she doesn't want to be known."

Luna scoffed, "of course she doesn't want to be known! It's her experiment. She toys with our lives every few thousand years or so, then goes on her way to see the results."

"Luna's right." Celestia looked at each face in the circle. "You be careful of what comes out of that pony's mouth. She is downright dangerous. Over the eons, she has mastered manipulation."

Twilight, Applejack, and Rainbow Dash nodded solemnly. Rarity ran a nervous hoof over her mane, "What are we supposed to make of Discord? What's his place in her plan?"

A pink Celestia looked perplexed, "We have no idea. His lack of magic is confusing as well."

Pinkie and Energy wandered over to the group, grins on their faces. "Well, Rainbow Dash, Pinkamina here says you're the best flyer in Equestria."

Dash stood up quickly, smirking "of course! Born and raised in Cloudsdale!" Her wings flapped powerfully. Energy chuckled.

"Perhaps you would enjoy, then, to participate in the Yalgoer races."

Dash's smile slid off her face, "The what races?"

Matter laughed from across the room, "Don't tempt her, En. That's just mean."

Energy turned to her, "I'm serious! If she's as good as Pinkamina says, she may have a chance."

"The only thing she'll have a chance in is losing gracefully." Matter trotted over, followed by a slow Discord.

Applejack looked at Luna, "uh, what are the _Yalgoer_ races?" Luna shrugged. Celestia's eyes narrowed in anger.

Energy stepped around her, "come on, Rainbow Dash; show me what you can do." He looked at his mate, "uh, Matter, could you…?" he looked back at his side.

Her mouth pursed as orange-brown wings appeared on his back. "Thank you," Energy muttered as he walked past. Matter didn't respond. Rainbow spared a single glance at Matter as she trotted past.

Discord was watching Matter closely. He recognized the signs from long ago written across Matter's face. His eyes drifted to Celestia, who was also keeping an eye on her mother.

Matter settled down in Dash's spot, while Fluttershy inched closer to the group from her corner. Discord lied behind the grey and white mare, listening.

"Well, mother," Luna began, "how was your day?"

"It was fine, child. Spent a good day with my family. Under disguise, of course." She raised a hoof in thought, "are we secure here?"

Celestia looked at Twilight, "yes, of course."

Matter morphed back into her true self, Celestia and Luna as well. With a shake of her head, Matter said, "where _is _that little dragon of yours, Twilight? I would have thought he'd love to be with us."

"He's not _my_ dragon." Twilight said with more venom then expected. "And from how you treated him last time you were here I don't expect to see him until you leave." She stared at the floor.

Matter didn't even flinch, "I only treated him like how I would treat any dragon. _Especially_ one that could talk." She looked around the circle, no one meeting her eyes expect her daughters. "As Celestia said, it was evolution."

"Which raises another question, Mother," Luna said stiffly, "you say there is no life in the universe but us, yet you reference other ponies. As Element of Honesty I would expect you to…not lie."

"I did not lie." Matter smiled wryly, "it is true there is no other 'life' in the universe, because they have other names for it."

Celestia and Luna looked flabbergasted. The earth ponies looked confused at each other. "uh, excuse me, Mrs. Matter?" Applejack spoke first.

"Yes, Honesty?" Matter turned her gaze.

"Well. What other types of life are there, if we aren't the only ones?"

Matter's smile grew, Discord huffed. "There is a lot of 'life' out there. The Eleatrons, for example, or the Reltiks. And I don't think the Cave Ponies have chosen a name for their race yet. Can't forget the Shoobi's." With each new name, the two Princess's jaws dropped a little further. "There is loads of 'life' out there."

"And you never saw fit to tell us?" Celestia shook her head.

Matter chuckled, "I would think you would be interested in a particular race though. The Elderondack's."

"Why would I be interested?" Celestia noticed Discord's sudden boost in attention at the mention of the race.

"Well," Matter began, her smile becoming a smirk, "they were created by your brother."

Everyone froze. It was only a few moments before Matter began to laugh, "they aren't a very impressive species though, as he made them when he was still young. He wanted to grow with them, if you understand."

Twilight looked at the mare, "is there any way we can meet these ponies?"

The others looked expectantly at Matter, "no." She said, "not until you improve your technology."

Discord began to lose interest in the conversation here. He felt the string growing stronger between him and Black Hole's magic. It wouldn't be long until he had enough power to at least break Matter's grip on him. But then again he has never seen the mare's full power which, considering he's seen her create galaxies must be immense. He knew that Black Hole's magic was strange to her, possibly unknown. But Matter knew what Discord was made of; hell she gave a portion of herself just to create him. This would not be easy, or fun.

The first idea was just to get away. But to where? Not Canterlot, and he didn't want to exchange planets. This one was his. He could teleport to the Everfree, though it was traceable. Perhaps he would have enough time to make a second teleportation before she came through after him. He supposed he could always hide inside a tree, but with how angry Matter will be, Discord was sure she would cut down any tree in the immediate vicinity. Perhaps after a few teleports, he could hide. But as what? He could change his form easy. A griffin would be most desireable.


	4. Chapter 4

Shorter update for more intense action. Not really.

Attempt to check out Total Matters tumblr! My very impressive drawing skills will amaze you.

Untitled Document

Part 4

Discord awoke to a familiar feeling. A deep churning in his head that he had been missing for a long time. Magic had returned to him through Black Holes' loopholes. Discord grinned, instantly energetic. He rolled over and nearly hit Pinkie Pie, who had moved in the middle of the night to avoid Discord's claws. He stared at the pink pony in the growing daylight. She was lying on her back, her mouth open a little. He slowly turned and looked at the rest of the room with new eyes. Chaotic eyes. He imagined an explosion of books off the wall; covering every square inch in paper and hardcover. Not to mention the bookcases that would topple and cause destruction in the library. The papers in his mind slowed down to a quarter their original speed. Through the sharp rain, Matter stood, with a look of deep despair and recognition of betrayal on her face.

Discord looked away quickly, his mind shutting off. His eyes landed on the real Total Matter, who was snuggled up to Energy as Pinkie had been to him. He remembered the feeling of true friendship and for a moment considered dropping his plans and going back to sleep, just for the old mare. But a pony struggling in their blanket caught his eye and gave him all the reason in the world to set the tree on fire.

Twilight Sparkle sat up and gazed at him with half-asleep eyes. She had no idea what he was about to do. Discord changed into his old self, the long, serpentine body with long, awkward neck slowly, trying to help the tired filly understand what was happening. Realization dawned on her and she bolted upright, horn glowing purple. She began to shout for Celestia, but Discord froze her. _In time_. He stared at his outstretched lions paw, which had involuntarily risen to direct his flow of magic.

"Hmm." He said, and strutted forward, careful not to wake any of the ponies. He stood before Sparkle, who had no clue she was frozen. "I didn't realize just how strong this new magic was."

His words made Energy, all the way across the room, stir. _Damn!_ Discord growled in his mind, _I forgot Complete's a light sleeper_. His brown maned head popped up, and took in the scene before him.

"…Discord?" His eyes traveled down Discords long body, "What are you doing?"

Discord snarled and lunged at Energy, Black magic boiling in his paw, "you should have thought before making me out of Black Hole!" He launched the ball at Energy, who instantaneously teleported to Twilight and became his original burning self. The rogue magic hit Matter instead, who cried out and teleported a safe distance away, holding her right foreleg above the ground. She gasped.

"Discord!" Her face became one of pure rage. Discord looked between the two Cosmponies. He couldn't win in close quarters. He stalked backwards towards the door. The others began to move.

_Crap._ He turned and busted out the door, alerting everyone nearby to his presence. Matter raced out after him, her horns glowing angrily, sparks shooting between them. Energy turned to the group of ponies staring in shock and fear. Applejack walked over and poked Twilight.

"Twi?" She said nervously. "What happened to her?"

Energy walked around her, examining the faint traces of dark magic that remained. He stamped angrily, causing the tree to shake. "It seems she's been frozen in time."

The four of the friends gasped. Celestia stared in horror at her father and Luna watched Pinkie, whose eyes darted between the door and Twilight.

"Well, can you help her?" Rarity cried, her eyes worried.

"Energy you have to help her!" Dash flew into his face.

Energy's eyes dropped. "I can't. There is only one pony who can, but he has not become tangible in millions of years."

"I don't understand!" Fluttershy said.

Energy was silent for a moment before racing for the door, his mane and tail fiery and his body beginning to evaporate, "With his new power, we won't be able to chase him forever. We'll chase him as far as we can, and then we'll send for help." He leapt out the door and shot off into the sky, faster than the ponies could comprehend. They all raced to the door.

Pinkie was the first one outside. She stared straight up, and next to the sun she could see two dark dots getting smaller and smaller. She didn't know what just happened. It was too fast. She sat down in the grass and stared up, her eyes never leaving that special spot.

Four hours later, and two ponies less. The Princess's were hastly called back to Canterlot to help control riots, as Discord had made a few successful punches through Energy's and Matter's defense, allowing himself to be seen by regular ponykind. Pinkie finally came inside as the special spot became the sun, and they all settled around Twilight, whose magic froze around her horn; face still scrunched up in anger and hate, mouth open in a shout, hair still frizzy from sleep. Barely anyone had spoken in the whole tree.

It wasn't long after the four hour mark when ponies began to show up, demanding answers on the Discord sighting. It appears someponies had seen him leaving the tree. They also had questions about the two mysterious ponies who chased him out, and were noticed at every event around Equestria. Cheerilee and Scootaloo were the first to arrive, quickly followed by Lyra and Bon-Bon, the Cakes, and many other ponies that Rarity (who was told to answer the door) didn't know.

Rainbow Dash was in charge of crowd control. She raced out side and set up a designated area for ponies to be. She would look nervously at the sky ever few minutes though, and soon ponies began to get angry with the lack of answers.

"Rainbow Dash, just what is going on here?" Mrs. Cake walked up to the blue pegasus, who was making sure none of the ponies got too close to the tree.

"Discord is—I mean, I can't say anything until Rarity or Applejack let me." She took a step back, "sorry." Big Mac, Granny Smith, and Applebloom were some of the last to arrive. Applebloom ran off to Scootaloo, Big Mac took initiative and stood near the tree, leering at anyone who tried to get inside to see Twilight.

Nearly half an hour later, the other four ponies emerged. An uproar of questions began, overflowing the burdened friends. They grouped near Rainbow Dash.

"There's nothing else we can do but tell the whole truth," Applejack whispered, "it'll be too obvious if we lie."

Rarity nodded, "we can't hold anything back. It would be a terrible mark on our reputation if we did."

"Alright," Dash said, "if you say so."

The five turned to the angry town, and gave a collective sigh. Not even Pinkie was excited to see this many ponies in one area.

"Why was Discord here?" Bon-Bon shouted out the loudest. A unanimous agreement ran through the group.

The five looked at each other. They didn't exactly know why.

"Well," Applejack began, looking at her brother for support, "he—he was here because…Total Matter wanted him to be." She looked at Fluttershy, who was standing next to her, "least I think that's the truth."

"Who is Total Matter?" Another shout rang out.

"She is a Cosmpony, who can—"

"EXPLAIN." Various ponies stomped in agreement.

"A Cosmpony," Rarity began, "is a pony who controls some part of the universe. Our alicorn Princess's can be considered Cosmponies." She looked at Rainbow Dash to her left, "right?"

"I think so." She whispered back.

"Total Matter is the Cosmpony who created the _things_ in the universe; like you and me." Rarity gestured with her hoof.

"Whose the other pony? Do they mean us harm? How could she of created the universe? It's not possible for a pony to live that old!" Prominent ponies spoke out.

"The—the other pony was, ah," Rarity was flustered with the onslaught of continuous questions.

"The other pony was Complete Energy." Pinkie Pie spoke, and everyone quieted. A pony known for her perpetual excitement, hearing her high voice so monotone shook up the group even more, "he gave motion to the universe. Gave it _life_. The sun, it's him."

"But I thought Celestia was the sun! Yeah doesn't she control it? Are they here to hurt us? Judgement day has come!"

"Celestia is just the ponyization of the sun. Complete Energy is the actual thing." Pinkie's head dropped lower.

"And no, they are not here to harm us, they were here on vacation." Rarity added.

"So those ponies created the universe? What's going on, really? They're lying to us! This can't be happening!" The group began to go rampant, and advanced on the ponies.

But then they stopped. Mayor Mare's, near the front of the group, ear twitched, so did everyone else's. Everypony turned and marched away towards their respective home. Silently, without delay. There were no collisions; it was all perfect.

The five ponies and Big Mac stood dumbfounded, staring at the back of the heads of a hundred ponies.

_I thought you might have needed the help_. A voice played inside their heads. A translucent pony, whose only indication of existing were oilslick-like rainbows that played along his body, appeared to their right. He sounded young, but the look in his barely visible eyes spoke volumes of wisdom and age.

"ah, wha, wha…" Rarity swallowed, "hello. I am R—"

"Rarity. I know. As well as Rainbow Dash, Fluttershy, Applejack, Macintosh, and Pinkamina Pie." He nodded to each in recognition. "I am Radiation X." He stood tall.

From what they could see of his outline, he was basically an Earth pony version of Princess Celestia, but it was difficult to tell without set outlines. "I am here to help you."

"How di—" Fluttershy began.

"I controlled their mind." He said proudly.

"You can _do_ that?" Rainbow Dash's jaw dropped as she hopped into the air.

"I developed the prototype for the modern ponies' brain. Of course I can." He took a step forward, "now, show me to your friend."

Applejack led the way over to Twilight. The mysterious stallion leaned in, took a whiff, and shook his head, "disgusting magic, if I do say. But it has been a long time since I've smelt such a monstrosity."

"What's wrong with her?" Spike asked; who had not moved from Twilight's side.

"It is true what Complete Energy said; she is frozen in time. She is, in a sense, dead, as she cannot see or comprehend what is happening right now." He examined her horn, "impressive. Discord was even able to capture the magic. That is difficult, even for the best of ponies."

"Please sir, we'd like to know if you can help her!" Rarity pleaded.

"The only thing I'd be able to do is make her conscious to the situation. Which, unless she is a high-level mage, will not help her break free. It would harm her, if anything." He stood in front of her and stared into her eyes. "I wonder why Complete Energy sent _me_. He knows I can't do anything."

He was silent for a time. Everyone stood in expectation, the only movement being Rainbow's wings. Rainbow looked around and said, "so, uh, who exactly are you?"

Radiation turned to her quickly, "who am I? You don't know who I am?" Everypony shook their head, "I've been assured you know my children, Total Matter and Complete Energy?"

"You're their father?" Applejack's jaw dropped.

"That means you're—" Rainbow began.

"Celestia and Luna's grandpa!" Fluttershy added.

Radiation chuckled, "yes, I suppose so. Though I have no DNA to prove it. My mate and I are the literal creations of the universe, where our children rule."

"Whoa." Spike said, his eyes growing wide. "I've read about you in one of Twilight's books! There's only two ponies older then you!"

"Yes, but they have no shape. They are just there. They are everywhere." Radiation X swept one long arm out, motioning the whole tree.

"Then how can they help Twilight?"

The Cosmpony chuckled, "it's just a matter of collecting their being into one area to make them pay attention. I may be still be able to manipulate it correctly." He bowed down low, front legs extended, "be careful, I haven't had to do this in a while."

He focused so hard on the ground, the ponies thought the tree might catch fire. Then, in a quick movement, he flung his head up, and stood still.

Nothing happened. Radiation began to speak in a language full of clicks and ticks, which the young ponies had to assume was swearing. He tried it again. While swearing profoundly he began to circle the tree, searching through the books.

Rarity turned to Spike, "so who is his mate, Spike?"

"Well, ah, if I remember correctly, then it's a pony name Quantum Dust, who has a more feminine sense and is also made of nearly nothing."

Dash flew in close, "do you know who he's trying to contact?"

Spike thought for a moment, watching as Radiation climbed a bookshelf to see the ones on the top shelf. "If I'm right, he may be trying to get in touch with the oldest sentient beings ever, Time and Space."

The ponies looked at each other. Applejack commented; "I wasn't even aware Time n Space were ponies."

"Well, they aren't, in a sense. That's why I said sentient. They don't have bodies and it's difficult for them to manifest in one place." Spike leaned around the girls to note Radiation's progress through the library. "The danger is, if they do manifest for too long, then the process of time and space will be disturbed." He raised a claw to his chin thinking. "I wish Twilight was here." He mumbled, "she could remember the book much better then I can."

They stood around silently for a moment, until Applejack sighed, "well, we don't have her. But we can get her back if we listen to this 'Radiation X' guy." The group turned to him, where he shouted "AH HA!" Applejack swallowed loudly, "maybe."

The book appeared to float in midair, an old, dusty brown volume. The transparent pony was ecstatic, "I'm so excited, I can barely hold my form!" He laid the book carefully on the ground, and the book proceeded to flip pages by itself. "Say, sir Spike, where did you manage to get ahold of a copy of a book _this_ powerful?"

Spike took a few steps closer to examine the binding. "Oh, uh," he fumbled, as words flipped by his face in a faint, hoofwritten language, "I think that's one of the books Celestia sent from Canterlot for Twilight to study."

"This is marvelous, MARVELOUS!" He began to laugh, throwing his head back and closing his eyes. The pages stopped moving and he leaned in close enough to read them, still chuckling.

"Beg yer pardon, ah, sir," Applejack came up to stand beside Spike. Big Mac took a step to the side and tried to read the words over everyone's shoulders. "But, uh, what is in that book, exactly?"

Radiation looked up at Applejack, catching her right in the eyes. She froze. "This here, Applejack," all tones of laughter gone, "was written by Starswirl the Bearded, one of the greatest minds in all of Equestia, ever." His eyes went back to scanning the page, "I found it in Rarity's boutique."

"Yes, I thought it was quite peculiar how it appeared on my porch one morning, after Matter asked Twilight to get rid of it. I was keeping it safe for her."

"Wait a minute, when did you leave the tree?" Dash asked, dumbfounded. Her answer was only a quick glance and a sly smile.

"Though how did you know it was Twilight's if you found it in my boutique?"

"I am the third most powerful being in the universe, Rarity. Now please, all of you, quiet. Starswhirl was on to something right before he died…" His eyes scanned the small print quickly, taking in all the information at a glance.

The ponies watched him fearfully, their faces slowly turning towards Twilight, as though she was suddenly going to burst forward. But she didn't, her half terrified, half sleepy face still set in stone. It was a good minute before Radiation stood up and looked at each pony, smiling. "Ok, guys, I think I understand now.

He trotted to the center of the tree, and positioned his feet squarely on the ground, taking a large stance. "You all may want to back up a little; I'm not sure how much room she'll want to take up." All the ponies retreated to thebookshelves, where they fearfully watched him. Spike watched with a strange interest; perhaps he could pick up the spell and teach it to Twilight.

He lowered his head to the ground again, and everypony felt the energy in the room concentrate on Radiation, and he channeled that energy to the point of his forehead. He then continued the spell, drawing energy from the tree and everything inside it, forcing that energy into a line that sparkled between his front hooves. Slowly he raised his head, until his hooves and brow made a perfect triangle. He then inhaled and closed his eyes, controlling the gratuitous amount of energy he had harvested. As he exhaled sharply, he twisted his ankles out , causing a lightning bolt of magic and energy to crack, and stressed his neck, taking in the blunt force of the power, then, lowering his head again, he threw it back, fast as a whip, and before him, in the space his head had previous been, floated a ball of black matter. A slow, white mist dripped off of it, and a few bolts of electricity flew over its surface. Radiation took a step back, smiling. The ponies stared, Applejack's jaw dropped.

Radiation circled around it, inspecting the consistency. "Now," he said, putting his front hooves on it, "let's see if it can take shape." He then pushed his feet into it, like putty. Slowly, it began to morph into a vague pony shape, with awkwardly long hind legs and Total Matter shaped front legs. Radiation smiled, his hooves now stuck in the mare's side. Her blank slate face looked around, and eyelids parted; matter dripping from her eyes. Her small mouth opened, and she took in a long breath, before lazily turning to Radiation.

Her voice was nearly nonexsistent. It had a physical set to it, like the words were literally falling from her mouth. Her voice sent pictures through each ponies minds; vibrating their ears. Each pony had a different picture, depending on what the word represented tothem. She spoke slowly, "Radiation X, loyal subject and spawn. We have rested for many million of years. What is it you require?"

Radiation pulled his hooves out and bowed low. Each pony (and dragon) did the same, mechanically, as their minds were still under her spell. He stood, so did they. "Dearest Mother, and guide of the universe, I request your and Father Time's help with a…possibly dangerous problem."

She did not speak, only stared, her skin crawling and flowing with life. She took a step forward, and the ponies backed up, while the dragon focused.

"I…Do not understand. What is so important that you would need _our _help? What can Quantum and yourselves not handle?" Her gaze, empty and white, turned to the fearful frozen unicorn. "…oh…" The mare's ears twitched. "She is frozen…in time and space." She huffed, slowly, her figure turning from the darkest black to the deepest red.

Radiation slid into the pony, "please mother no! Don't be angry. It was a mistake on Matter's part. He wasn't supposed to be released!"

The mare stared straight at Twilight. Her anger caused her skin to boil and burst, "What Discord has done is undeniable. He will have to be destroyed. What he has done has bypassed all universal rules, and has encroached upon mine and Time's territory. If he is not stopped before he does major damage…we may have to destroy this universe and take up residence in another. Total Matter and Complete Energy had no idea what they were doing when they made him. He has no psychic link with anyone." She looked at Radiation. "Alert your 'daughter' that Discord will be no more once he has been punished by myself."

Rarity's mouth opened, "excuse me, miss, but what do psychic links have to do…with anything?" She shivered as the mare's eyes turned to her.

"Anything? They have to deal with everything. The universe relies upon our ability to connect with our pair force above a physical level. Time and I are nearly the same mind; the same consciousness, but we harness totally different powers. When we created Radiation X and Quantum Dust, we had assumed that they too shared the psychic link that was required for eternal harmony. But they didn't."

"I think we've gotten along well without as powerful a one as you two." Radiation said, looking slightly hurt.

"Yes, well enough, but your descendants are not. Complete Energy and Total Matter are very strong forces that do not have a very strong link. Total Matter's jealousy and Complete Energy's lack of seriousness are based on their lack of _communication_. That could be fixed by inserting a connection and you know it, X."

His ears went flat, "I am still proud of my children."

"As you should be. But look out; they will have many troubling times ahead as their communication gets worse." She looked back at the ponies, "Your Princess's are a perfect example. They have little to no psychic link and look where it got them."

"Are you insulting our Princesses?" Rainbow Dash shouted, her wings extended.

"A little, yes. Nightmare Moon, had Luna shared a mind with her sister, could have been avoided entirely. This is why Time and I utterly disagree with the continuage of the royal line; we fear what may become of the future royals. Forces of the universe that cannot work together will slowly destroy and unravel the universe, in the worst way. It is too dangerous."

"Why are you tellin' all us this?" Applejack asked, entranced with the pony's words.

"It will be useful to you, perhaps. Or maybe not. Only time will tell." She slyly looked at her son, "Taking Discord down, now though, alone, would be suicide." The word brought shivers up the audience's back. "This is nearly beyond our control if he has retained memory of not only Black Hole's powers, but also Matter's and Energy's. We will require the help of the other races."

Radiation snorted. "You know Celestia wanted to keep these ponies pure of those bad influences."

"What Celestia wants does not concern me right now. I care for my property. As does Time. He is waiting for me; I must go." With that, she melted right into the floor. The darkness spread and lightened until it became the tree. Everyone stood silent for a moment.

"Was that who I think it was?" Applejack asked nervously.

"That was the pony of space?" Dash hopped forward, landing in front of Radiation X.

"Not the pony _of_ space. The pony Space." He corrected.

"Well, did any of what she said mean she'll help Twilight?" Dash continued, looking up expectantly.

Radiation X looked at Twilight, "No. But my parents enjoy speaking in riddle. Time is too dangerous to summon, but at this point he may be the only one who could help her." He sighed, turned, and left the tree, lying in the grass outside, which showed off the fluorescent rainbows that were his being. He scratched at the grass.

"What in tarnation just happened?" All the ponies gathered around Twilight.

Rarity pondered, "Space kept talking about psychic links, and how down the family line they got weaker. How does this help us?"

Dash pawed the ground awkwardly, "if we had all the elements, I bet we could get her free."

Fluttershy raised her head, "Twilight is the only one would could _do_ that type of magic anyway." She blushed and looked down, mumbling, "I mean no offense, Rarity."

Rarity brushed it off, "Girls, oh and Big Mac," She nodded to the stallion, "I think this problem may be out of our hands. I think we should being making preparations for attacking Discord."

Pinkie glared up from under her lashes, "If you are going to hurt him, then I have to count myself out."

"Do you like him _that much_?" Fluttershy looked worriedly at her friend. "He's tried to destroy everything, and he was only here because of Matter."

"Then perhaps she should have been a better friend to him!" She shouted. "She could have stopped Celestia and Luna from locking him away, but she didn't!"

Everypony looked at the ground. Spike stared up in surprise at Pinkie, "but…I thought you were friends with Energy."

She didn't say anything, just looked away.

"Perhaps we should…speak to Radiation to see what he has to say. He's an omnipresent being after all." Rarity lead the way to the door, followed by Applejack, Spike, Big Mac, and Fluttershy bringing up the rear.

Fluttershy turned at the door. "Pinkie? Are you coming?"

Pinkie didn't look at her pegasus friend. "Fluttershy. You love all animals, correct?"

"uh, yes, of course."

"If you had to choose one, could you?"

"Well, there are very many different types of animals. I mean, if I had to choose one bunny, it would be Angel of course."

Pinkie looked up, glaring. "If you had to choose between…Owlicious and Philomena, could you?"

"Well, probably not. Their both majestic, beautiful creatures. In their own way of course."

Pinkie looked at Twilight, "Exactly." Fluttershy stared for a little longer, before closing the door, leaving a crying, angry Pinkie Pie alone in the dark tree with their frozen friend. Fluttershy could not shake the feeling she had done two terrible things in a row; how she answered Pinkie's questions, and leaving her alone.


	5. Chapter 5

Longest chapter by far. Doesn't feel like I got a lot accomplished though.

Feedback, people, I need it! .com send words here.

And thank you for reading.

Untitled Document

Part 5

_Celestia!_

The mare's eyes opened groggily, her ears flicking lazily around to find the sound. She snorted and rolled onto her back, dreading the rising sun, and with it, the ever-growing pile of responsibilities.

_Celestia!_ The voice whined,_ get up!_

She felt a tug on her tail. Her head lifted and looked down her body, but nopony was there.

_Mom wants us to go with her to visit Grandpa!_

Celestia froze, her body going cold. Her eyes tore open and she rushed up, her muscles shaking and she stared around the room desperately. "Wh-What?"

_We can't stay here Cel! We need to go! We need to be in the second quadrant._

Celestia wandered about her well-known room, studying the shadows the books made on the wall, listening to every creak her hooves made on the hard floor. "Blackie?"

_Who else, Cel? _She felt a familiar brush along her flank, but she knew no one was there. _You know what you have to do._

"Discord stop it." She said harshly, her heart beating quickly.

_Discord? Whose that, Cel?_

"He's you." She closed her eyes. "He's all that's left of you."

_He can't be. I don't know him_.

She felt him walk forward and into a certain bookcase.

_You know what you have to do._ His voice was very serious.

"I can't." She took a blind step forward and felt around with her horn before lightly hitting a shelf, causing the books to rattle.

_Whoever this Discord is, he isn't me. Perhaps he used to._

"He could never be you." She lifted her head and opened her eyes, spying the small bottle behind the books.

The contents danced and glowed, more excited than usual. The release of Discord probably sparked it. Dark gas filled the glass, and seemed to stare back at Celestia. She pulled it over with her magic.

_See, Cel? This is me._

"This is all that's left. Everything else was given to Discord."

_Such a shame. _

"Blackie, I can't lose you." She paused, "Again."

_We had a good run, Cel. For millions of years._

"You were only alive for a few thousand though. She bit her lip, attempting to keep tears back.

_Do you remember—_

"Everything." Such as the days the two spent alone, staring at the most glorious of stars. How the two would land on a desert planet, build castles of pure, unaltered matter, build monuments to their parents, and finish the day staring over an ocean they were never allowed to swim in, scratching pictures in the diamond sands.

_I can't be here anymore, Cel._

She nodded. "Yes, of course." She felt his presence begin to leave.

"Princess Celestia!" A guard shouted, causing her coat to go on end.

"Yes, what is it?" She shouted back.

"A long list of ponies are here to see you."

Celestia dropped her head before sucking in a huge breath, turning, and nearly stomping her way out the door. She nearly knocked over the guards outside. "Any interesting ones?"

The earth pony nodded, "a small group from Ponyville, your Majesty. The friends of your student."

"Twilight Sparkle is here?" Her ears flew up.

"No, ma'am." He continued, "her friends, but not her."

Celestia's mind raged. She was still frozen. And Celestia couldn't do anything to help her. "Show them in. And only them. Nopony else." She walked slowly forward before calling behind her, "and get Luna!" Celestia's wings were tight around her body; holding the glass container secure beneath the safe, feathery touch.

Rainbow Dash's wings fluttered nervously, as flying was not allowed indoors. There were so many ponies here, the small group was squished together, and Radiation X had adapted to sitting on Fluttershy's head as a tiny bird. Applejack's ears were listening around, hearing the horror stories of Discord and two "mysterious" ponies.

"It's been hours!" Dash exclaimed, swishing her tail.

"I assume the Princesses are very busy in such a…situation." Rarity was keeping a close eye on a muddy pony, who was beginning to get a little too close.

"We need to talk to her, pronto." Radiation X muttered, angrily staring at the strangers surrounding them. He eyed the numerous guards, both Lunar and Solar, lining the edge to keep an eye on the crazies. More than one pony had to be escorted out due to riots.

Two more Solar guards entered the large ballroom, and nopony turned towards them. They made their way towards the group.

The Earth pony froze, glancing at each face, "uh, Twilight Sparkles…group. The Princess will see you now."

"Finally." Radiation X muttered, hunkering down in Fluttershy's mane. She didn't speak out against his harsher tone, though her mouth flattened.

The six ponies, bird, and dragon moved easily through the crowd thanks to Radiation's mind control. Rarity looked around in wonder as ponies subconsciously stepped into their neighbors, many even continued talking.

"I say, Radiation X, one of these days you must tell me how to do this. It would be great for making an entrance at parties." She looked at the birds glowering eyes and shrank back a little, "or not."

"A spell this powerful should only be bestowed upon the Element of Magic. And even then, they'd have to be good."He faced forward again, "You are the Element of Generosity; you should understand why I'd hesitate to teach you something that would take away something as powerful as the pony will."

"ah, yes, of course." She lowered her head a little and followed sheepishly.

"Excuse me, ah, Mr. Radiation X?" Fluttershy looked up at her forehead. He peered over.

"What is it, Fluttershy?"

"Um, I don't really appreciate you talking to Rarity like that, so…if you could please…stop." Her ears dropped back nervously. Radiation sat straight again, shaking out his feathers.

"Fluttershy, my dear, what you don't understand was that was me being _kind_ back there."

"What? But you were so…harsh."

"Of course. Imagine if I had given in and taught little miss Rarity over there how to control pony's minds; wouldn't that upset the balance of Generosity and Magic?"

"Well, of course, but—"

"Kindness is doing the right thing that helps as many people as possible. Kindness is not being nice. The difference is that being nice is passive. It is impossible for kindness to be passive." Fluttershy saw Radiations face in her mind, all rainbow and anger. "Do you understand?"

"Perfectly." She squeaked, lightly tossing her head to lose the image.

The group continued up the stairs, following the two nervous guards. It wasn't long before the group stood before the large doors that led to the throne room of the alicorns. The doors were magically opened with barely a grind, and the guards motioned for the ponies to continue in. Before them, Celestia and Luna stood on the dais, a grim look set on both their faces.

"Princess's," Rarity began as the herd trotted forward, coming to a stop before the flowing mares.

"Is there any word from Matter or Energy?" Applejack asked, her face wrought with worry.

Luna shook her head as Celestia spoke, "none, but from the reports we've been getting from all over Equestria, they are still chasing Discord relentlessly."

Luna looked at the group, "we worry about them. They cannot take him alone. Not with the power he now harnesses." Celestia looked sadly at her sister.

A moment of silence before the bird on Fluttershy's head took off, swirling in a lazy spiral above the group, and spoke in their minds.

_ We have spoken with Space, granddaughters._ The Princess's ears perked and they looked at the bird expectantly. He flew up, closed his wings, and fell. _She has confirmed our many of our worst fears, insulted the family line, and promotes interspecies congregation._

When he landed, Radiation X was his rainbowy self again, through his body, Fluttershy could see the Princesses distorted body, but could also see the waves that made up Radiations body.

"She gave me a mental list of the races to contact." He took a step forward.

Celestia dropped her head, "I didn't wish this for my little ponies. I wanted them to exist with little interstellar contact as possible." She looked at the ponies behind her grandfather, "except us of course."

"I know. I was able to keep the other races from this portion of the universe, but…we have no choice now."

"What will she and Time do if we do not comply?" Luna stared at Radiation.

He stared back for a moment, "she and he may destroy this universe if he cannot be stopped."

"Why can't she just, uh, get rid of the part he's in now?" Applejack looked between the three Cosmponies.

"Black Hole's power," Radiation turned to look at her, "is a little bit of every level of Cosmpony, it's whatever our power misses is what he was made of. Space and Time cannot just take that part because they don't know where he is. He is untraceable as long as Discord is harnessing that power. Also, they may think that he can come back. Destroying the entire universe is the only sure way of demolishing Discord and Black Hole together." He looked at the Princesses, "Even if _we_ are in it."

Celestia nodded, "sadly." She sighed, "who are we contacting."

Radiation fidgeted a bit, "when I said _list_, I meant _list_. She thinks this race has barely any power."

Celestia glared at Radiation, "they are the _natural_ evolution of ponies. If any ponies have the sensibility and ability to read the land, as well as other ponies, I'd like to meet them."

Radiation's head fell to one side, "fair enough. She mentioned the Eldirondack's, the Eleatrons, of course, the Shoobi, Reltiks, and the unnamed cave ponies." He rubbed a hoof to his chin, "there's a few more."

Celestia closed her eyes slowly, then opened them; "we have no idea who any of those races are. We don't know their customs, what they look like, their language, who their leaders are, nothing."

Radiation shook his head, "I don't have time to brief you. The Reltiks and Shoobi are kind, they will understand."

Luna spoke up, "will we be able to understand them, though?"

Radiation blew air out of his mouth before answering, "yes. You should. The Reltiks know the Eleatron language, which is very similar to yours. The Shoobi…" He thought for a moment, turned to the ponies, and stared hard at each one. He grabbed Applejack's face, and came in close. She stared, horrified into his see-through eyes, and felt her mind break open. She gasped as information flowed into her brain. She heard words that she couldn't understand until they became a song, slow and melodic. Her head bobbed to the beat as she took in the words, and the meaning became obvious. The words made sentences, and the sentences told stories. Her eyes closed, and Applejack could see the language on her eyelids. Radiation backed off, and her eyes opened slowly.

Radiation sat back on his haunches, rubbing his two front hooves together. He gave her a critical look, "I may have come on a bit strong."

It was then Applejack became aware of a slight burning sensation under her ears. "What?" She spoke, but the word was not in Equestrian.

"You have slight radiation burns under your ears. Beta. You should be fine. How do you feel?" Radiation kept looking at Applejack.

Celestia leapt off the dais at her ancestor, "what have you done?" She stood beside him, her wings quivering nervously. Luna walked down, standing by her sister, eyeing the orange pony.

Applejack looked at her pony friends before turning back to the Cosmpony, "What language am I speaking?" She heard the words and could translate them in her brain, but Rarity shook her mane.

Fluttershy asked, "what is she saying?"

Radiation's eyes never left Applejack, "you are speaking Shoobi."

One of Applejack's hooves went to her throat, "why can't I speak Equestrian?"

Radiation smiled, "don't worry. It's just like being bilingual, you'll learn to switch between the two."

Applejack nodded. "Good."

Celestia looked frantically between her grandfather and her pony, "why did you do that?"

Radiation's mouth twitched, a quick smile, "Honesty makes the best translator." He stood and trotted over to one of the walls of the castle. He stood before it and ran his hoof in a large semicircle, starting at the ground and running it high above his head before crossing himself to end at the floor again. He then stood for a second, and the other ponies in the room could feel him gathering energy from them, and everything. The air whipped towards him, rushed around him, and entered his body. Radiation then stomped thr ground harshly, and all the energy was focused towards the semicircle on the wall. The line he made became a dark, burnt purple, and the interior of the circle became a swirling, pink and white vortex. Light was emitted, lighting up Radiations translucent surface. He turned to the ponies and smiled, "this will take you to the Reltiks.

Radiation then took ten steps to his right and repeated the ritual. An identical vortex appeared. He turned to them again, "And this will take you to Shoobi. I would advise you bring oxygen, though, as they live underwater. But this," he motioned to the portal, "will take you to the nearby island they frequent."

Celestia and Luna shared a glance. "What about the other races?"

He looked at the ground, "I will round them up." He sighed, "it will be difficult, as they don't know me at all. Hopefully, they will accept me when I tell them I know Matter." He looked off into the distance, "I don't know when I'll find time to chase down Discord with your parents, though."

Luna spoke, "what about grandmother? Can she help you?"

"Quantum Dust is…busy, right now. To say the least. But believe me when I say she has been brought up to date with the Discord situation."

Applejack spoke in Shoobi, "but what about Twilight?"

Radiation's smile slipped, "I don't have time to help one pony. Magic will have to be frozen until I have time to resurrect Time." He turned to the group of ponies, "As she is frozen in both space _and_ time, he is the only one who can do anything about it. If we can release her from the time hold, she can at least be conscious of the world around her, even if she can't move. But…" he trailed off. "if we free her from space but not time, it would break her mind and she would no doubt die."

The ponies' faces fell farther. Rainbow Dash stated quietly, "and Time doesn't like to be disturbed."

"She's saved Equestria before, she's defeated Discord before, we _need_ her." Celestia took and angered step forward.

Radiation flared a little, the heat reaching the ponies, "don't raise your voice with me, _princess_. I have enough to do right now. If I can, I will find a safe _remote_ place to summon Time. But right now, I am a little _busy_." With a flash of light, he was gone.

Everypony stared at where he had been. Applejack took in a deep breath and took a step towards the Shoobi portal. She turned to her friends and motioned towards the vortex.

Rainbow Dash flew forward, "I'm with you, Applejack."

"As am I," Rarity trotted forward confidently.

Fluttershy's ears laid back against her head and she took a few soft steps after her friends, "he did say they were _nice._"

The four turned back towards Spike and Big Mac. Celestia spoke for them, "they will stay here with us, and help keep Equestria together. Believe me, we need all the help here we can get."

The four young ponies nodded. They approached the portal, and one after another entered, placing their lives, and therefore the lives of every being in the universe, on how well these portals were crafted.

Applejack was the first through. The portal was wet and slick, the lack of oxygen in the wormhole caused her to gasp and choke. But it was over in less than ten seconds. She was through. The harsh, blinding sun, seemingly larger than their own, glared down at the orange pony. Her beta burns stung from the added radiation. Her eyes opened gingerly, as feeling in her body returned, she felt pressure on her stomach. _Itchy_ pressure.

She moved her legs, now recognizing the hot sand under her, and looked around, seeing only more sand to her left, and an endless ocean to her right. Less than fifty feet from the shore. She turned and looked at the portal, which was suspended about a foot off the ground. Applejack walked around it, admiring how impossibly thin it was. She heard a ponies "oof!" as somepony else feel through the wormhole.

Rainbow Dash lied, still, in the hot sand. Applejack was already sweating as she walked over to the pegasus. "Are you alright, Rainbow Dash?"

Rainbow shook her head and slowly opened her eyes, "I still can't understand you, AJ." She rubber her hooves over her eyes, "that sun is very bright."

Rarity fell next to Rainbow and Fluttershy out the other side. Rarity leapt up quickly, brushing the sand out of her mane, and flicking her tail. Fluttershy came around the side slowly, wings holding her slightly above the hot sand.

Fluttershy floated next to Applejack, "what do we do now?"

Applejack looked around, "Radiation said they were an underwater race, right?"

The three looked at each other. Rainbow Dash rolled her eyes, "AJ, you better remember how to speak Equestrian _before_ we go visit the Shoobedoo or whatever. It doesn't work if the translator can only speak one language.

Applejack looked hurt, "I'm trying everypony. I think Radiation may have overdone it a bit."

What none of the ponies saw was fifty meters out in the sea, an equine head was popped above the surface, its fins flapping slowly to hold it above the water. The head crest was pressed back, flat against its slick head. Its angular eyes watched curiously, and it's sharp, pointy ears listened to words it couldn't understand. It perked up at Applejack's speech, though the accent was rough. She smiled, and dipped back under the water, her powerful tail pushing her closer to shore, and closer towards the strangers.

Applejack closed her eyes tightly, attempting to mentally switch languages. Her burn marks buzzed. Her brain felt wide open, like she was losing control of it slowly. She felt the two languages in her mind, over in one part. In another, she felt the Element of Honesty. She poked that for a bit, feeling its universal power. _This was created at the same time as Total Matter, but it resides in me._ The feeling of pride could not be hidden. Applejack turned back to the languages, visualizing herself picking up Equestrian.

"There, how does this sound?" Applejack grinned.

"We can hear you loud and clear, dear!" Rarity beamed at her friends.

The four moved to the waterfront. They stared down into the endless void of flat water.

Fluttershy moved in close and saw her own reflection, but no bottom. "Should it be this clean and still?"

Rainbow Dash flew out a few meters and ruffled the water with the air. "Is it just like a drop off? I don't think the island is attached to anything."

Rarity was admiring her reflection when the water twitched. She jumped back, staring at the ripples. "There's something down there." She kept her head back but stepped closer. Rarity stared, unblinking, as the water got darker.

A long snout like Discord's popped above the waterline. The ponies froze. Rainbow Dashs' wings froze, causing her to fall into the water. The stranger turned and dove, picking up the wet pony on her back and depositing her onto land. The creatures fins pushed her onto land , and her fins flattened completely.

The creature spoke, but only Applejack understood. "Are you okay?" She kept asking as Dash spit up water and began to shake her wings out.

"She's fine, just a little wet." Applejack said, staring at the creature incredulously. Fluttershy stared.

"You were the one speaking our tongue, yes?" She turned to Applejack.

"Yes. I was."

"But you are not from our nation. Where are you from?" She cocked her head. "Oh! Pardon my manners; my name is Nyra of Shoobi." Nyra grinned.

"I'm Applejack…of Ponyville. This here is Fluttershy, Rarity, and you've already met Rainbow Dash. We're from Equestria."

"Equestria?" She purred, "strange name. I don't think I've ever seen anything like you before."

Rarity stared into the creatures large eyes, "likewise."

One of Nyra's ears twitched to Rarity. "What did she say?"

Applejack looked nervously at Rarity, "she said, 'likewise.'"

"Likewise…" Nyra turned to Rarity and waddled over. Nyra studied Rarity's figure and mane, comparing it to Applejack. "She is…beautiful in your culture, no?"

"uh, yeah. She is. How could you tell?" Applejack stepped closer. Rainbow Dash shook the wet sand from her wings.

"This sun is hot enough to dry me in a few minutes. AJ, we need to find shelter before we roast." She watched as her farm friend and the sea creature studied Rarity.

Nyra continued, as though she didn't hear, "as is the same in our world, being shiny in some places counts as beauty. Look at her eyes. They shine brilliantly. Her hardened legs, too. Her coat is well-groomed."

Applejack stared Rarity in the confused eyes, "yes. I see it."

"What is she saying, Applejack?" Rarity took a nervous step back.

"She's callin' you beautiful, Rarity."

"Well, thank you. But please. Ask her how we can get out of the sun."

"Nyra." The Shoobi turned, "is there any way we can get out of this sun?"

Her dorsal fins expanded for a second, then flattened. "Yes, but it is underwater. How well can you all swim?"

Applejack's mouth pursed. She looked at her friends, then back at Nyra. "How well can y'all swim?"

"Swim?" Rarity asked, dumbfounded.

"Uh, well, I guess I'm an okay swimmer…"

"The best!"

Applejack hummed for a moment, before returning to the Shoobi, "we aren't too great. I can't say we were made for swimming."

Nyra nodded deeply. "I'm sorry but, it's the only way to go. You may dive in the ocean to see if it is to your capabilities. It may not be outside of your abilities." Nyra waddled to the ocean, looked at the ponies over her shoulder, then slid seamlessly into the liquid, her dark form lost among the clear.

Applejack swallowed, "Nyra says the only way to go is underwater. We have to try."

Rainbow Dash walked over and bumped her hip into the orange pony, "Equestrian, AJ."

Applejack repeated in Equestrian.

"Underwater!" Rarity came close to the water and dipped a hoof in. "It isn't cold or warm, but still. How far did she say it was?"

"She didn't." The other three joined her. "But we have to, or we go back with no army."

"What can we do with an army of fish-ponies?" Rainbow Dash asked, giving a raspberry to the water, "Flipper Discord into submission?"

"I don't think Space would have recommended them if they weren't useful." Fluttershy entered the water, floating easily on the surface, her wings extended above her, legs kicking lazily, tail flowing out behind her.

Rainbow Dash followed, her more powerful strokes putting her ahead of Fluttershy quickly. A few meters out, she turned, "Come on in, guys!"

Rarity looked at Applejack. "For Twilight." She muttered.

Applejack nodded, "for Twilight." They entered at the same time, feeling the water spread out before them, almost moving out of their way.

"It's so slick," Fluttershy dipped a wing in and raised it, "it just rolls right off."

Rarity turned to look at her tail, "my beautiful curl is still there!" She laughed, disrupting the water."

Applejack returned to land, stepped toward the portal and removed her hat, placing it right in the path of anyone coming through. She kicked some sand on it to hold it down, then returned to her friends. They looked at each other.

"We need to dive." Dash said plainly.

"This marks a great passage from our world into a whole other." Rarity sighed.

"Too bad Twilight and Pinkie aren't here." Fluttershy said sadly.

Applejack took a deep breath and dove. She felt the thin, slick liquid around her smooth her coat and mane. She opened her eyes, not feeling any sting water would have made. She kicked a few meters down, then twisted over, staring up.

The blinding sun made the whole ocean glow. Applejack spied her friends' faces as they looked down at her. She twisted onto her stomach again and kept kicking down. She felt the sea vibrate as her friends broke the surface. It wasn't long before she spied Rainbow Dash ten feet to her right, using her wings to give her more powerful strokes. Applejack could feel each of the feathers as they forced the liquid away and behind.

Nyra returned, swimming circles around Applejack. She twisted, following the creature with her body and eyes. Nyra spoke, and Applejack could hear her perfectly. "I brought friends." Three larger, presumably male, sea-ponies appeared. Nyra came in close to Applejack and rubbed her tail against the Earth pony's chest. "Grab on."

Applejack complied, wrapping her forelegs securely around the slippery tail. The three other Shoobi did the same, and the Earth Pony's followed Applejacks example. Soon the eight ponies were making their way slowly, deeper and deeper underwater, until they crossed over a ledge, and a few bubbles of air escaped Applejack's mouth pematurely.

The city that stretched on below them was a crystal blue, with tall spires and very few short buildings. Everything was tall and pointy, with bright windows and many sea-ponies traveling. Nyra spoke over her shoulder, "Welcome to Dyla."

They swam in close, to one of the spires. Nyra lead through a window at the top that was larger then three Princess Celestia's, at least. Nyra swam up, towards the top of the small room, and flicked her tail up. Applejack broke the surface, sputtering and releasing Nyra's tail instantly. Soon three more regular ponies entered too, Rarity breathing especially hard.

"What is this place? It's huge!" Rainbow Dash gushed.

"And did you see the color?" Rarity gasped, "an entire city…"

"Radiation was right when he said these ponies were nice." Fluttershy smiled. "The sea-pony who pulled me took it nice and slow."

Applejack sputtered, "Nyra said it's called Dyla."

"Nyra is…your pony?" Rarity asked.

Applejack's ears went back, "the pony we met on shore, yes."

Rarity nodded. Nyra's head made no splash as it breached the surface. "How are you all doing?"

"We're doing fine Nyra. We were admiring Dyla."

"It is a beauty, is it not?" Nyra grinned as she turned from Applejack to Rarity. "How do your friends like it?"

"They think it's wonderful." Three more heads entered. Rarity squinted in the darkness.

"Oh, it's so drearily dark in here, Applejack." Her horn emitted a faint glow, lighting up all the faces.

"And she does magic! How wonderful!" Nyra swam around Rarity continuously.

"What…what is she doing, Applejack?"

"She's admirin' yer magic, Rarity."

"Do they not _have_, er, unicorn…sea ponies?"

Applejack cleared her throat, "Nyra," the pony stopped and turned. "Do your people have…magic?"

Nyra swam in close, "oh, only a few. It's more likely for us to have extra swimming appendages then a horn."

"Extra…swimming appendages?"

"Nork," She turned to one of the males, "show her your wings."

The male turned on his side, dipping his head under the water. The group saw his usual flippers, and a special, bat-wing like appendage that grew closer to his middle and spine.

Applejack looked at her friends, "they have very few unicorns. It's more likely for them to be pegasi, though. Like Nork, over there." He rolled back over and grinned at Fluttershy, who raised a wing to show him. Rainbow Dash struggled above the surface, flapping her wings.

"I can't sit still like this, Applejack." She got airborne, hovering afoot above the water.

Nyra looked at Applejack, "what is she doing?"

"She can't kept still." Applejack dragged her eyes from her pegasus friend.

"What?" Nyra cocked her head, twitching an ear.

Applejack shook her head, "Sorry," she said in Shoobi, "Rainbow Dash can't sit still for very long. She's very active."

"If your party is ready to move, then we can make our way to the palace."

One of the males spoke up, "taking them to see the king and queen already?"

Nyra looked harshly at the male, "of course, they deserve to meet the new visitors. Strangers from another planet don't show up everyday. They could be in peril."

"It's not just us who are in peril, Nyra." Applejack fidgeted.

"What do you mean?"

"Well, the threat that we came here to talk to the leaders about threatens the entire universe. It's very important."

Nyra nodded, "of course. Then let's move on." She dunked under the water and Applejack grabbed her tail again, feeling as her friends did the same, an extra splash for Rainbow Dash as she landed in the liquid.

Nyra pulled the group out of the tower and down the spire, where sea ponies of all ages stopped and stared at the strange brigade. Applejack looked at them worriedly, and they stared back. A few waved, and even fewer glared. Some of the sea pups grew close, but a sharp bark from the parents pulled them away.

_No wonder we stick out_, Applejack thought, comparing her bright orange coat to Nyra's dark scales.

The sea ponies took a side route down a small canyon of short buildings, as the largest, roundest crystal bubble of a building grew above them. Finally, Nyra came upon a door that lead to a long hall that entered the bubble tower. Applejack stared at the short, empty stores that sat, hunched over, around the hall. She couldn't read the words on the signs, nor could she see any faces peering out at her from behind the sea glass windows.

Nyra knocked on the door, and spoke a word Applejack couldn't translate. The heavy metal door was swung slowly open, and the liquid rushed forward, pulling the group into the air-filled hallway. The Earth ponies sputtered and laid on the sandy ground, legs extended in all directions. The male Shoobi's closed the door behind them, stopping the flow of water. The hall was lit by lights hidden under the soft, thin sand.

"That is…amazing." Rarity said, kicking some of the sand as she stood, revealing a ground light.

Nyra turned to Applejack, "continue down this hallway, and follow all the signs for the staff kitchen. We'll meet you there."

"Nyra, I can't read." Applejack put a hoof on the pony's back.

Nyra waddled to some dry sand and stuck a fin in it. She harshly scratched out a symbol. "Follow that." She then turned and waddled to the door with the three males. The Equestrian ponies continued forward, Applejack focusing on the symbol in her mind. They heard the heavy door open behind them, and they turned to watch the four struggle against the flow, but manage to close it behind them. Through the crystal walls, they could see the four swimming high above them.

"Come on guys, we have to get to the staff kitchen." Applejack trotted forward, and heard the others following.

"What are we going to say? We don't even know all of the details." Rainbow Dash flew above the group lazily.

"We tell them the truth." Applejack's eyes narrowed.

"But what if we scare them into hiding?" Dash swooped in low.

"Yes, or perhaps they think we're the ones threatening them?" Rarity worried. "Then the universe will fall for sure."

"We'll be careful with our words." Applejack stepped up the pace.

As they reached the end of the hall, they came upon a staircase, one way leading down, the other up.

"Which way?" Rainbow Dash asked, looking up the steep spiral stairs, "and how do they get up these?"

Applejack looked at the small signs posted. "Up." She said, and began to ascend. The group followed.

They climbed for what seemed like minutes, before they heard flippers above them. "Perhaps they beat us and are coming to catch up?" Fluttershy peeked passed Rarity to Applejack.

Applejack carefully looked around the turn, and was astounded to see legs. They were a light blue-white color, and had fur. The back of their legs though, from the hock up, were the same dark scales. She took another step up, and saw the same, Discord-like sleek head of the Shoobi. She also noticed the head crests, and dorsal fin. Applejack's slid from the long, muscular tail up to the horn in the middle of the forehead. The unicorn Shoobi had the same, long ears as well. One turned, and Applejack gasped. Its eyes were crystal blue. The whole eyeball.

The unicorn leapt to the staircase, using its magic to pull Applejack up the last few stairs. The others joined it and pulled the rest of the group.

Applejacks capture stared angrily at the group, "what experiment is this?"

Applejack was terrified, she couldn't speak Shoobi. "Experiment? What? No! We're here with Nyra!"

The captain snorted, "it speaks. But I don't understand."

A slighter, female was holding Fluttershy in her magical grip, "what should we do with them?"

The captain pulled Applejack closer, inspecting her. "We'll put them in the dungeon's for now. We'll speak with the Princess on this matter. The king and queen can't be bothered."

Applejack sputtered, "what? No!" She cleared her throat, "please! No! Nyra! Nyra! We need to speak to Nyra!"

The captain chuckled, "they think they can get away with calling for Nyra. I don't even think they realize what that means. Knock 'em out and bag them, group. We can't have them knowing more then they already do."

Applejack cried out in frustration just as she felt a heavy sleep envelope her senses. She was out.

Applejack's dreams consisted of her falling. Around her, pony's flew. First she saw Nyra grinning at her from afar. Then the captain as his horn glowed blue. Those two were the most prominent as she kept falling. Finally, Applejack was able to flip over, and she saw a lighted platform.

Hitting the platform was not so bad. The brightness stung her eyes though. She looked up, and she saw Princess Celestia, Luna, Total Matter, Complete Energy, Radiation X and Space standing around her.

Space spoke, her voice echoing off unseen walls, "the psychic link got weaker the farther down the royal line it got; it is apparent in all the levels, though."

Total Matter was next; "I am the Elements. I created them. I can feel them."

Celestia bowed down, low, to Applejack. "you are so close, Honesty. You can almost feel her now." Applejack listened closely to their words and found a deep heartbeat that caused the platform to shake. She scrunched her eyes up tight, focusing on the heart. She opened her eyes and almost screamed. Celestia was melting, a demonic smile frozen on her face. The skin dripped off of her face, her eye sockets empty. She saw it in all the Cosmponies, and tears ran down her face.

_Applejack_. The faint voice played in her mind. _Applejack_. It got louder. But she couldn't tear her eyes from the wax Princess.

"Applejack! Come on!" The tangible voice made her turn, and she spied her five friends in a field. Rainbow Dash sat in a tree, smiling down at her, glowing red. Fluttershy was lying in the grass below her, smiling, glowing pink. Pinkie Pie was there too, hopping and grinning, glowing a light blue. Rarity was laying out the picnic blanket magically, surrounded by a purple aura. And Twilight was standing the closest to Applejack, glowing an absolute, deep, pink. She was poised to run, legs spread, looking back over her shoulder. Applejack kept crying. She couldn't move. Surrounded by confusion and horror, she forced herself to stand, but she knew if she started to move, the melting process would start on her, as well.

"It's alright, Applejack, nothing will happen." Applejack took a tentative step forward, nervously testing the ground. Where she stepped, grass popped up. She felt herself grow stronger as she watched the grass spread and cover the lighted platform. She watched vines and moss cover the half-melted statues. She took another step, and a grass pathway led to her friends, with Twi still waiting for her. Tears of joy ran down Applejacks face as she sprinted over to her best friends. She noticed herself glowing a faint orange that strengthened as she ran. She met up with Twilight and had the best picnic with her friends she could ever ask for.

And then she woke up in the dingiest, moistest, most disgusting room she'd ever been in, with a soundtrack of screams.


	6. Chapter 6

Remember to check out Part 5. I added a bunch to that!

Losing internet for a week means big big BIG updates!

Untitled Document

Part 6

Applejack's eyes were open, but to her they could have still been closed. The picnic was quickly vanishing from her mind, and it was too dark to look around her. She could feel the wet dirt on her back, and hear the drip of water from above pushing down on her cell. She could smell the moist moss growing on the stone that made up the walls. She could also hear Rarity sobbing quietly the next cell over. She blinked repeatedly, and listened for any other pony.

Soft wings fluttered to her right. Far to her right. She wasn't sure if it was the soft Fluttershy or if Rainbow Dash was trying to not make sounds. Applejack rolled over, taking to her hooves, wobbling. The crying stopped.

"Applejack?" Rarity's soft voice cracked.

"Rarity." Speaking made Applejack's mouth as dry as a bale of hay in summer. Applejack felt a wall with a hoof, the slime easily coming off. Applejack rubbed it on the ground, causing it to mix into a clumpy, slick mess. Applejack stuck her tongue out.

"Applejack, come to the door."

_Door? What door?_ Applejack took a few steps forward and saw the heavy metal bars covering the only exit in the room. Highly luminescent mushrooms growing out of the wall gave off the only light in the hall. To the pony's right, the hall continued farther then she could see, and to her left were six more cells. Rarity's snout and part of her face was stuck out the closest one, peering over at the orange pony.

"Are you alright, dear?"

"Yeah, Rarity, I think I'm okay." Applejack looked to the right. "Where's everypony else? How long have I been out?"

"I just woke up myself a few minutes before you. I think Rainbow Dash is in the cell in front of you, but she's not talking."

"And Fluttershy?"

Rarity was silent. "I have no clue."

Applejack sighed, "and no word from Nyra?"

Rarity snorted, "I wouldn't be able to understand her regardless of if I had or not." She disappeared for a moment.

"Where'd you go?" Applejack tried to push her head through the door.

"I had to wipe off the grime and grit. If you aren't careful it can stick you to the door."

"Who told you that?"

"Dea." Rarity said, magically throwing a pebble at the cell between the ponies on the other side of the hallway. "Come meet Applejack."

Applejack stared, trying to take in as much detail as possible. The Shoobi that came forth into the light was insanely battered. The snout had a rough scar that branched into a series of smaller ones that started at the tip and ran up between the eyes. The lower lip had been split a few inches down; the dark blue tissue was visible in the low light. The head turned, revealing an eye; large and dark with a pinprick of lighter pupil in the center.

"Who iz this, Rarity?" His deep, growly voice matched the look of his face. His long sharp teeth poked out from between his jaws at some points, giving him an evil look.

"This is my friend Applejack. I told you about her." Rarity sounded totally at ease with the monster. Applejack couldn't break contact with the eye that looked her over critically.

"Ah yes, the _farm_ pony." In the darkness, Applejack could see his head crest was flared, with small holes and a rugged edge. "She iz the strong one, no?"

"Oh yes, she is _very_ strong, when she puts her back to it."

Dea growled deeply. "And her mind? What condition iz her mind in?"

Rarity sighed, "not as bright as most ponies, but she got us into Dyla."

His growl became a rolling chuckle, "and look, you are en the dungeons when left alone for five minutes."

"Wait," Applejack shook her head, "How do you know Equestrian?"

Dea leaned his head back, "I have, as well, travelled the universe. With Total Matter. She gave me a different body to use. I visited your world, thousands of years ago."

"How old are you?" Applejack asked, hearing another rustle across from her.

"I do not know. I spent so long with Matter, it seems like yesterday I returned and was damned for my knowledge of the universe."

"Damned?" Rarity asked.

"Yes, damned. The king…he did not like what I told him, especially my new body. He forced Matter to return me to a proper Shoobi, then had me entered into the arena."

"The arena?" Applejack looked into the rustling cell.

"An underground battle ground run by the King. Only those who fight know of it. It iz a terrible place. I've killed."

"Is that why you were so horribly put down here?" Rarity asked.

"No. I was put down here because I tried to kill the king." He laughed, throwing his head back.

Applejack leaned forward against the bars. "Rainbow Dash?"

Rainbow Dash stalked forward wearily, hiding her face. One side of her whole body was covered in mud. Her voice broke, "Fluttershy's in here too."

"Ah, good. We need to someway get a hold of Nyra."

"Nyra? You would wish to speak to Nyra?" Dea stuck his snout outside the cell, took in a deep breath, and breathed out slowly, causing a tongue of flame to erupt from his mouth, the bright light illuminating the disgusting walls. Rarity stepped back and rubbed the slime off her face. Applejack did the same. Rainbow Dash did not move.

A way down the hall, a heavy door opened and the cellmates heard a sea pony approaching.

"Dea, I've told you a thousand times to not—" Nyra froze in the firelight. "Oh. You're all awake."

Dea chuckled, "meet Nyra, sergeant of the guard and the Princess of Shoobi." Nyra growled, her head crest flaring.

"Nyra, what's happening?" Applejack switched to Shoobi.

Nyra's voice lowered to a harsh whisper, "I can't break you guys out yet. Yes, you too Dea. Not yet. I need time to talk to my father."

"The king" Dea smirked, "I get to go free? Why the change of heart after all these years?"

"You would rat me out."

"In a heartbeat!" He laughed.

"Applejack?" Rarity whispered. "What are you all saying?"

"Nyra can break us out, but not yet."

Rainbow Dash turned and looked at Nyra, rustling her wings. She sobbed, "why?"

Nyra didn't need a translation. She dropped her head and turned to Applejack, "I needed to. I had to prove myself. I chose the weakest of the group."

"What?" Applejack's body went cold. "What's going on?"

Rainbow Dash flicked her hair angrily out of her eyes, glaring at Applejack, who gasped. Dash had a dirty, bloody scar running through her left eye, from above the eyebrow to the cheekbone. "Fluttershy's dead."

Pinkie sat alone for what seemed like forever, glaring at the frozen Twilight. The other ponies had left for Canterlot already. They left a long time ago. What to do? What to do? Pinkie shifted her sitting position, rubbing her nose on her arm. She was officially kicked out of the Team Twilight side, she could see that, and she doubted Discord had any real means for her. She took a deep, shaking breath and stood up. The tree was still dark.

She circled around Twilight, like everyone else had done, but she saw no change. She even poked the filly, but it had been like touching stone, cool and immobile. Pinkie closed her eyes and focused real hard. _Energy!_ She screamed in her head. _What should I do?_

She was surprised to get an answer, in the deep voice she missed. _Pinkie? How are you doing this?_ His voice was faint. Pinkie smiled.

_I don't know. Should I be able to do this?_

_ Absolutely not._

_ What should I do? I don't know anymore._

She sighed when she didn't get an answer. She sat in front of Twilight, staring at the cold, angry eyes that nearly glowed with magic. Pinkie listened for Energy's words.

_Pinkie…we shouldn't be able to communicate like this. Total Matter is concerned, as is I._

_ Well…is there any explanation?_

_ Matter can't psychically talk to you, so, perhaps it has to do with your Element?_

Pinkie mulled it over, attempting to decipher Space's words. _If the psychic link continues down the royal line…and you and Matter created the Elements…_

Pinkie heard the mental gasp _can the Elements communicate? Do they have the same psychic link we do?_

Pinkie scooted closer to Twilight. _I can try_.

_Pinkie, no, don't do anything too risk-!_

She cut him off, blocking him. Her eyes narrowed in concentration, and she directed her mind towards Twilights. _Twilight Sparkle, you listen to me missy. We desperately need your help. _I_ desperately need your help._ But no response.

She licked her lips and readjusted. _Twilight. Please. I'm begging you, respond._ Still nothing. She sighed, closed her eyes, and opened her mind. _Perhaps I'm looking at this the wrong way. Maybe I need to catch Twi's drift, not force my own._

She sat, attempting to not think, but still vaguely focusing on Twilight. Then she felt something. Like a twinge. Like her brain was trying to make way for something. Her neck twitched.

_DISCORD!_ The reverberation caused Pinkie to fall backwards and grab her head. _DON'T DO THIS!_

Pinkie's teeth ground together at the volume and power of the words. _Twilight, please, stop._

_…Pinkie? What's going on? Why can't I move?_ Twilight's angered face stayed, but her mind was free.

_Oh good you didn't go insane. I was really worried about you Twi because Space said that you may go insane but I couldn't remember if it was if we broke you out of Space or Time. Luckily it was Time so now you're ok and you can help us!_ Pinkie bounced around her friend.

_Wait. Pinkie. How are we talking?_

_ The Elements have a psychic link because Matter and Energy created them and they still have a link though normal ponies don't. _She smiled at her friend.

_How do you know all this?_

_Because Radiation X summoned Pony Space and she told us about the links._ Pinkie then spoke aloud, "can you hear me if I speak like this?"

Apparently not; _Who is Radiation X and …Pony Space? What's going on?_

Pinkie sighed. She lowered her eyes sadly, _Discord froze you in Time and Space with some weird magic he accessed through Black Hole's soul. Then Radiation X, Matter and Energy's father showed up, did some crazy cool magic, and summoned the Pony Space, _his_ mother._

_ Oh. Well. I would have loved to meet these ponies._ Twilight's tone fell. She had missed two ponies who were even stronger then Total Matter and Energy all because of Discord.

_Where's everypony else? Spike?_

_ Oh, uh, they went to Canterlot to speak with the Princesses._

_ Why are you still here then?_

Pinkie bit her lip, _I stayed behind to look after you._

Twilight sighed, _thanks Pinkie. Now that you can talk to me, though, can we catch up with everypony else?_

_ Uh, Twilight, you can't even see. That and they left hours ago._ Pinkie walked to the closest window and looked at the lowering sun. _It's almost sundown. You were only frozen early this morning._

Twilight pondered for a moment before Pinkie felt a push on her mind. _What are you doing?_

_ Move over Pinkie, we have to share this body so I can see._

Pinkie grabbed her head. _Twilight, this hurts._ She whined, closing her eyes and leaning her head against the ground.

_It'll be over in a minute Pinkie, don't worry._

Pinkie felt more pressure, like the evilest migraine ever, then something popped and it didn't hurt anymore.

_Damn, it didn't work._ Twilight sighed, _I can't see anything._ Pinkie opened her eyes, _wait. I see the floor._

_ You can see through my eyes?_ "Does that mean you can hear me when I talk?" Pinkie sat up, and looked around, avoiding the statue of Twilight.

_Yes. Yes I can. _ She sounded so excited. _Let's go Pinkie!_

Pinkie made her way to the door, but Twilight remembered. _Wait, let me see my body._

Pinkie paused. _Are you sure Twilight? I don't think it'd be such a good idea._

_ Yes, please Pinkie._ Her voice was so sad. Pinkie sighed and turned around, gazing at the angered Twilight. In her mind, Twi gasped.

_I look so angry…_

"You were." She looked for a moment longer, then turned and exited the tree. Her eyes squinted against the bright light. "How should we get to Canterlot?"

_Is there a train at this time?_ Pinkie tilted her ears. "I don't hear one." She made her way to the station anyway.

Princess Celestia hid the portals behind tapestry's she and Luna brought down from their rooms. Luna had been calling in groups of ponies who had sighted Discord and the Cosmponies, while Spike took notes such as where they'd seen him, and at what time. Also, their thoughts on the other strange ponies. Many had been saying that they had been trying to take him down. More and more though had decided the mystery ponies had been with him; causing chaos as they went. Big Mac stood by as an extra ear, also to run scrolls around to different parts of the castle.

They had been listening to groups all day, with Spike's claws beginning to cramp and Big Mac getting tired. Even the Princesses were getting exhausted, and frustrated at the increasingly bad picture of their parents, showed through their manes which began to deflate and break apart, falling into groups and some bits falling entirely from the mane, evaporating before hitting the ground. A group of farm ponies left, Mac holding the large door for them. He closed it softly, staring at the Princesses.

Celestia rubbed a hoof on her face, kicking off each shoe individually. "That's it. That's enough for today. What's it looking like, Spike?"

Spike sighed, rubbing his claws, "well, a good amount think Total Matter and Complete Energy are actually bad guys, but those ideals are only because they don't know who they are." He dropped the list and looked at the Princesses. "The only ones who thought they were fighting him were the ones who actually saw the fighting." A thin pony entered the room from a side hall, dropped a scroll, and left. Spike ran over and picked it up, unrolling it. "And the geographers say that he is heading west and slowly up." He glanced at Big Mac, "Also that Matter and Energy are falling behind."

Luna grunted, "how do two omnipresent creatures _fall behind_ a serpent like him."

"They aren't entirely omnipresent. Not yet. X and Dust are." Celestia removed her crown, "Discord's new magic is unusual. We don't know anything about it, which is why we gave him magic in the first place, so he wouldn't have to experiment with the other, hidden, more dangerous magic."

"We told Matter not to release him. She knew we didn't like it." Luna stepped out of her adornments, shaking her crown off. "It's time to sleep. Spike, you can use the old room. There should be a bed big enough for Macintosh as well." The Princesses magically carried the shoes and crown, and began towards one of the side halls, which lead to their chambers indirectly.

Spike nodded, watching them go. A knock on the large door caused him to turn. He rolled his eyes. Big Mac pulled the door open as Spike stuck his head out, "sorry, we're closed. The sun went down two hours ago, let us slee—" His jaw dropped.

A proud Pinkie stood with the largest grin Spike had ever seen on her face. He took a nervous step back as she stepped forward. "Pinkie. You're…you're…" His hands shook.

Big Mac's eyes widened. "Glowing."

Pinkie laughed. "I feel so light right now!"She leapt forward into the room, gaining a good six feet of air. She radiated purple, a magically aura around her as she laughed giddly. _Pinkie. I feel weird._ "Don't worry Twi, it should pass soon!"

Spike stared, "wait, Twi?" He leaned into Big Mac. "I think she's finally lost it."

"Oh no nonononononono no!" She got in Spike's face, "we figured it out! We figured out what Space was talking about with psychic links!"

"What? Where's Twilight?" Spike folded his arms dubiously.

Pinkie blew her mane out of her face, "she's in my head, duuuuhh. We exchanged psychic links through our Elements so we can talk mentally and it was cool and all then Twilight became part of my mind so she could see what I see and now we're both here!"

"Oh. So…Twilight is in there? And that's why you're glowing purple?"

"Well, I don't know about the glowing purple part. Though it does explain why so many ponies were giving me weird looks on the train. But it was still pretty cool! We're here to talk to the Princesses so we can catch up with the others!"

Spike and Big Mac exchanged looks. "are you sure the others will want to see you?"

_What is he talking about Pinkie? What did you do?_ Pinkie ground her teeth, "Now that I have Twilight, I'm sure they won't mind." _Pinkie._

"Well…alright. They went through the portals Radiation X made. The one on the right, I think."

"Well why would they do something like that? Where do they go?" Pinkie peered into the pink vortex.

"One of them goes to Shoobi, where Rainbow Dash, Applejack, Rarity, and Fluttershy went through. The other goes…somewhere." He rubbed his hand again, "sorry, I've been writing a lot since they've left. I don't remember."

"Oh it's alright Spikey Wikey. I'll just…I don't know."

Spike shrugged. "You could always ask Radiation what to do."

"Uh…" Pinkie pursed her lips, "I think I'd rather ask Energy."

"Whatever suits you." He motioned for Big Mac to follow him, "we're going to bed."

Pinkie watched until they were far gone. Her smile slipped off her face. "Okay Twilight, what did you want to try?"

_I wanted to try to do magic, but with the vortexes' so close…it may be dangerous._ "Twilight, I feel like the Elements weren't meant to mix like how we're doing this."

_Me neither. But what else could we do?_

Pinkie sighed, "let's try your magic."

She felt Twilight smile, _Alright. I'm going to do a simple levitation spell._ Pinkie eyed the feather Spike had left. _Good enough._ Pinkie felt a concentration of energy in her forehead. She heard Twilight pant. Pinkie tried to hold it together as well as she could, but the pressure became overbearing and she lost focus. Her eyes had involuntarily closed with the uncomfortable force.

The electric explosion that was the product of their efforts caused Pinkie to fly back twenty feet in the opposite direction of the feather, and to almost burn off the front poof of her mane. She sighed, putting her face in her hooves.

Twilight was quiet. _…sorry Pinkie. I didn't know what would happen._

"Neither did I." Pinkie lowered her hooves and splayed out on the floor.

_Wait, what's wrong with your hoof?_

Pinkie looked up at her forehead, "What do you mean?" She lifted her left hoof. Pink as always. She lifted up her right one. Pinkie's jaw dropped to the floor. Purple. "My. My hoof. It's purple!"

_Oh…ohno. No no no no this is not good!_ The two stared at the purple appendage. Pinkie leapt up, examining the rest of her body, but the rest of her was Pinkie. Pinkie's voice shook, "no more magic?"

_No more Magic._ She felt Twilight nod.

"Well what should we do now?"

Twilight bit her lip, _wait for word from the others?_

Pinkie walked over and sat before the portal on the right. The tapestry's had fallen as the Princesses left, leaving them in a pile on the ground. "Yeah. That sounds good."

The three Equestrian ponies were lead in chains into the court room. The shackles were tightened around their upper forearms, causing great discomfort. Applejack lead, glaring at the back of Nyra's head, who lead the brigade. Rarity followed, her makeup (which had not been affected by the liquid outside the palace) running down her face. Rainbow Dash was last, her wings drooped, her hair hiding her face again.

The three ponies reflected on what Rainbow Dash had said after showing them her new scar. _She's dead. Forever._ At this point, Rarity gasped, her eyes watering. Dea had sniffed, muttering about smelling a dead body, and Applejack had froze.

It took a few minutes for it to sink in before Applejack asked; "What about the Element?"

"I think…I absorbed it." Dash lowered her head again.

"What?"

"She died in my hooves after I woke up. I felt so angry, but she told me not to be. Then I wasn't. I think I absorbed Kindness. It felt right."

Currently, they were being brought in front of King Dyla the XVII, as always named after the city, and Queen Tetra, his fourth wife.

Nyra bowed low before her parents and the court, who sat on specialized benches; covered in expensive looking garb. They sat, high and polished, looking down their noses at the muddy and sweaty strange ponies.

Applejack glared up at them, prepared to state their case. She bowed low out of respect, pulling on the chains, forcing her friends to do the same.

King Dyla stared down at them, "Nyra, what _are_ they?"

Nyra looked up at her father; "they came through a portal. They call themselves _Equestrians_, from Equestria."

"On the other side of the portal?"

"…yes."

Dyla nodded and the court began to mutter about themselves. Nyra spoke out above them, "they have come seeking help. They say this threat directly affects us."

"That is not why they were brought here today." Tetra looked at Applejack, right in the eyes. "We know they came through the portal; we wanted to ask them about the strange activity that was sighted, and felt by, our guards."

Applejack cleared her throat, drawing attention to herself; "what kind of strange activity?"

The court silenced and looked at her. Nyra turned and glowered at Applejack. "Shh."

"I'm not just going to be quiet, Nyra, this could be important. It could mean the destruction of your race. Hell, of your planet! Of everything you know and love." She turned her eyes to the King and Queen, and took a desperate step forward, causing more conversation among the court. "Please, I need to know what happened."

Tetra sniffed degradingly, "We were going to tell you anyway. There was a bolt of something blue that flashed through the portal and hit a guard. He said he felt all the hairs under his scales shoot straight."

"Blue bolt?" Applejack asked, confused. "Blue bolt of what?"

"We do not know. It was hot and hurt. The afflicted guard is in the hospital for the burns he received."

Applejack turned to Rarity. "blue bolt?"

"What?" Her voice cracked.

"They say a blue bolt shot through the portal."

Rarity sniffed, "ah…Lightning, maybe? Magic?"

Applejack turned back to the court. "We think it may have been lightning."

Dyla gave a sidelong glance to Tetra. "Lightning?"

"Yes, lightning." She gazed at the members of the court. "None of you know what lightning is? It's a weather condition."

"What is its significance?" Dyla stared at the pony.

"I don't know. But please, we have something much more important to discuss."

Dyla sat back in his court chair, "yes, this, _danger_, you speak of."

Applejack ignored the sarcasm, "yes. There is a terrible, dangerous creature on the loose. His name is Discord, and he has this magic." She licked her lips, aware of the dubious looks the court gave her. "We don't know what this magic is, but we know he doesn't either. It's very powerful magic, I can say that."

"And how is this a threat?"

"He can travel among the stars with his magic." She knew how fake the next part would sound. "The real threat is…ah. There are ponies with even more power than him. They have the power to destroy the universe, to _unmake_ it. They are willing to use this power if Discord is not destroyed."

A moment of silence before the whole court erupted into laughter.

"Come on now, _Equestrian_. There must be some way of proof so we can verify your story." He chuckled. Tetra held a fin in front of her face to hide her giggles.

Applejack felt beat. She had no proof. But something was in the air. Her coat stood on end, and electricity crackled before her. Radiation X appeared long enough to say one sentence, exhausted. "Canterlot. Now." Then he was gone.

Less then five seconds had passed for the encounter, but every Shoobi's jaw had dropped, their eyes wide. Applejack smiled, "there's one of the most powerful ponies in the universe."

The three ponies waved to Nyra and her two friends, who had dropped them off on the portal island. Only the friends waved back, as Nyra instantly dove and retreated under"water". Applejack strode over to her hat and flipped it on, missing the feel of leather on her head. Rainbow Dash stared at Applejack with her good eye.

"How can you be so nonchalant about this?"

Applejack sighed, "I don't want to be. Fluttershy will get the proper burial after we've saved everypony. She wouldn't want us to sacrifice the mission for her."

Rainbow Dash pawed the sand, "I'm scared Applejack. I don't know what happened. I feel…strange." Applejack looked back over her shoulder.

"Perhaps Radiation can spread some light on how you absorbed Kindness." She took a step towards the portal. "First, we need to go back, though."

Rainbow Dash stepped up behind her. Rarity, rubbing her makeup off with one hoof, looked into the portal. "After you gals," Applejack stepped to the side.

Without a final glance back, Rainbow Dash stepped into the portal. Rarity trotted in soon after. Applejack glanced back out at sea, hoping Nyra could rally enough troops for the war against Discord. She then took a deep breath in, turned to the vortex, and stepped in. She couldn't wait to see the Princesses again.


End file.
